C&F Financial Q3 earnings rise to $8.28M

Nine-month results included $8.784 million in investment income from other equity interests and an $8.282 million gain on sale of the Bearing equity interest.

Available on EDGAR 11/05/2026 - 12:17 PM EST Accepted by SEC EDGAR 11/05/2026 - 12:16 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

C & F Financial Corporation (CFFI) reported third-quarter net income attributable to the company of $8.275 million, compared with $7.075 million a year earlier; basic and diluted earnings per share were $2.55 versus $2.18. Net interest income was $30.174 million, compared with $27.174 million.

For the nine months ended September 30, 2026, attributable net income was $23.585 million versus $20.134 million, and earnings per share were $7.26 versus $6.22. Results included $8.784 million of investment income from other equity interests and an $8.282 million gain on sale of the Bearing equity interest; proceeds from that sale were $12.662 million. Securities sales generated a $7.129 million net realized loss.

At September 30, 2026, net loans were $2.104930 billion and deposits were $2.356080 billion, compared with $2.014899 billion and $2.345723 billion, respectively, at December 31, 2025. Nine-month net cash provided by operating activities was $46.386 million versus $22.261 million.

3 points · 0 major

PositiveiHow this balance works

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It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

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0 major · 0 points

How the balance works

Positive

• Moderate pointQuarterly net income attributable: $8.275 million versus $7.075 million.
• Moderate pointNet cash provided by operating activities: $46.386 million versus $22.261 million.
• Minor pointNine-month net income attributable: $23.585 million versus $20.134 million.

Negative

• None.

Filing Explained

This unaudited 10-Q records a separate equity effect: for the nine months ended September 30, C&F reported an after-tax other comprehensive loss, chiefly from available-for-sale securities, alongside net income and comprehensive income attributable to C&F.

Key Figures

Third-quarter net income attributable to C&F Financial Corporation: $8.275 million vs. $7.075 million Third-quarter basic and diluted net income per share: $2.55 vs. $2.18 per share Third-quarter net interest income: $30.174 million vs. $27.174 million +5 more

8 metrics

Third-quarter net income attributable to C&F Financial Corporation $8.275 million vs. $7.075 million Three months ended September 30, 2026, compared with 2025

Third-quarter basic and diluted net income per share $2.55 vs. $2.18 per share Three months ended September 30, 2026, compared with 2025

Third-quarter net interest income $30.174 million vs. $27.174 million Three months ended September 30, 2026, compared with 2025

Nine-month net income attributable to C&F Financial Corporation $23.585 million vs. $20.134 million Nine months ended September 30, 2026, compared with 2025

Net loans $2,104.930 million At September 30, 2026; $2,014.899 million at December 31, 2025

Net cash provided by operating activities $46.386 million vs. $22.261 million Nine months ended September 30, 2026, compared with 2025

Gain on sale of Bearing equity interest $8.282 million Nine months ended September 30, 2026

Net realized loss on securities $7.129 million Nine months ended September 30, 2026

Key Terms

available for sale, allowance for credit losses, nonaccrual status, noncontrolling interest, +1 more

5 terms

available for sale financial

"debt securities, all of which are classified as available for sale"

Available for sale describes investments, usually bonds or stocks, that a company intends to keep but may sell before they mature; they are reported at current market value on the balance sheet while any unrealized profit or loss is kept separate from regular earnings. For investors, this matters because changes in market value affect a company’s reported net worth and can become realized gains or losses when sold, similar to how the changing resale value of a collectible affects your net wealth even before you sell it.

allowance for credit losses financial

"sufficiency of the allowance for credit losses on loans"

Allowance for credit losses is a reserve set aside by a financial institution to cover potential losses from borrowers who may not repay their loans. It acts like a safety net, helping the institution prepare for loans that might turn sour. For investors, it signals how cautious the institution is about the quality of its loans and potential risks to its financial health.

nonaccrual status financial

"recorded balance of loans on nonaccrual status"

Nonaccrual status is when a lender stops recording interest income on a loan because payments are late or the borrower’s ability to pay is in serious doubt. For investors this is a red flag: it signals deteriorating loan quality, can reduce reported earnings and may require the lender to set aside more reserves, much like marking a damaged product off the books until its value is clear.

noncontrolling interest financial

"reported as noncontrolling interest"

The portion of a business owned by investors other than the controlling owner when one company has control of another; it represents outside shareholders’ share of the subsidiary’s assets and profits. For investors, it matters because those outside claims reduce the amount of profit and net assets attributable to the parent owner — similar to saying part of a pizza belongs to someone else — and thus affects earnings, book value and valuation.

amortized cost financial

"The amortized cost and estimated fair value of securities"

Amortized cost is an accounting method that shows the value of a loan or bond on a company’s books by starting with what was paid and then gradually adjusting that amount as principal is repaid and any extra fees or discounts are spread out over time. Think of it like tracking the remaining balance on a mortgage after each scheduled payment. For investors, it matters because it determines the reported value and earned interest of debt holdings, affecting income, balance sheet strength, and comparisons between companies.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much did CFFI earn in the third quarter of 2026?

C&F Financial Corporation reported $8.275 million in net income attributable to the company for the three months ended September 30, 2026, compared with $7.075 million in the same 2025 period. Basic and diluted net income per share was $2.55, compared with $2.18.

How much did CFFI receive from the Bearing equity sale?

The company reported $12.662 million in proceeds from the sale of the Bearing equity interest during the nine months ended September 30, 2026, and an $8.282 million gain on sale. Both amounts are reported for that nine-month period.

What were CFFI's securities losses?

During the nine months ended September 30, 2026, C&F reported a $7.129 million net realized loss on available-for-sale securities; it received $69.2 million of proceeds for securities with a $76.3 million book value. The company concluded no credit loss existed in its securities portfolio at September 30, 2026, and recognized no allowance for credit losses.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Table of Contents

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 10-Q

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(Mark One)

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☒	Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

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For the quarterly period ended September 30, 2026

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or

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☐	Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

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For the transition period from _________ to _________

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Commission File Number 000-23423

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C&F FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

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Virginia	54-1680165
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
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3600 La Grange Parkway, Toano, VA	23168
(Address of principal executive offices)	(Zip Code)

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(804) 843-2360

(Registrant’s telephone number, including area code)

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N/A

(Former name, former address and former fiscal year, if changed since last report)

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Securities registered pursuant to Section 12(b) of the Act:

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Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $1.00 par value per share	CFFI	The NASDAQ Stock Market LLC

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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

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Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes  ☒    No  ☐

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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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Large accelerated filer	☐	Accelerated filer	☒	​	​
Non-accelerated filer	☐	Smaller reporting company	☒	Emerging growth company	☐

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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes ☐    No   ☒

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At November 4, 2026, the latest practicable date for determination, 3,249,776 shares of common stock, $1.00 par value, of the registrant were outstanding.

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Table of Contents

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TABLE OF CONTENTS

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PART I - Financial Information		​ ​ ​	Page
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Item 1.	Financial Statements		3
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​	Consolidated Balance Sheets (Unaudited) – September 30, 2026 and December 31, 2025		3
​	​	​	​	​
​	Consolidated Statements of Income (Unaudited) – Three and nine months ended September 30, 2026 and 2025		4
​	​	​	​	​
​	Consolidated Statements of Comprehensive (Loss) Income (Unaudited) – Three and nine months ended September 30, 2026 and 2025		5
​	​	​	​	​
​	Consolidated Statements of Equity (Unaudited) – Three and nine months ended September 30, 2026 and 2025		6
​	​	​	​	​
​	Consolidated Statements of Cash Flows (Unaudited) – Nine months ended September 30, 2026 and 2025		8
​	​	​	​	​
​	Notes to Consolidated Interim Financial Statements (Unaudited)	​	9	​
​	​	​	​	​
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		41
​	​	​	​	​
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		76
​	​	​	​	​
Item 4.	Controls and Procedures		78
​	​	​	​	​
PART II - Other Information			79
​	​	​	​	​
Item 1.	Legal Proceedings	​	79	​
​	​	​	​	​
Item 1A.	Risk Factors		79
​	​	​	​	​
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		79
​	​	​	​	​
Item 5.	Other Information	​	79	​
​	​	​	​	​
Item 6.	Exhibits		80
​	​	​	​	​
​	Signatures		81

​

​

​

​

2

Table of Contents

​

Part I – FINANCIAL INFORMATION

​

ITEM 1.FINANCIAL STATEMENTS

​

C&F FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(Dollars in thousands, except per share amounts)

​

​	​	​	​	​	​	​	​
​	​	September 30,		​	December 31,		​
​	​ ​ ​	2026		​ ​ ​	2025		​
Assets	​	​	​	​	​	​	​
Cash and due from banks	​	$	15,190	​	$	13,622	​
Interest-bearing deposits in other banks	​		30,785	​		65,510	​
Total cash and cash equivalents	​		45,975	​		79,132	​
Securities—available for sale at fair value, amortized cost of $483,466 and $471,036, respectively	​		454,057	​		458,111	​
Loans held for sale, at fair value	​		26,757	​		40,911	​
Loans, net of allowance for credit losses of $39,638 and $39,677, respectively	​		2,104,930	​		2,014,899	​
Restricted stock, at cost	​		5,009	​		3,680	​
Corporate premises and equipment, net	​		42,444	​		39,200	​
Other real estate owned, net of valuation allowance of $0 and $215, respectively	​		—	​		1,316	​
Accrued interest receivable	​		12,310	​		11,726	​
Goodwill	​		25,191	​		25,191	​
Other intangible assets, net	​		834	​		909	​
Bank-owned life insurance	​	​	21,438	​	​	21,808	​
Net deferred tax asset	​	​	17,357	​	​	14,039	​
Other assets	​		54,886	​		57,572	​
Total assets	​	$	2,811,188	​	$	2,768,494	​
​	​	​	​	​	​	​	​
Liabilities	​	​	​	​	​	​	​
Deposits	​	​	​	​	​	​	​
Noninterest-bearing demand deposits	​	$	552,739	​	$	543,673	​
Savings, money market and interest-bearing demand deposits	​		878,404	​		905,683	​
Time deposits	​		924,937	​		896,367	​
Total deposits	​		2,356,080	​		2,345,723	​
FHLB advances	​	​	65,000	​	​	40,000	​
Subordinated notes	​	​	65,519	​	​	65,493	​
Other borrowings	​	​	7,576	​	​	7,842	​
Accrued interest payable	​		4,530	​		3,745	​
Other liabilities	​		43,165	​		43,343	​
Total liabilities	​		2,541,870	​		2,506,146	​
​	​	​	​	​	​	​	​
Commitments and contingent liabilities (Note 12)	​		​	​		​	​
​	​	​	​	​	​	​	​
Equity	​	​	​	​	​	​	​
Common stock ($1.00 par value, 8,000,000 shares authorized, 3,251,123 and 3,245,972 shares issued and outstanding, respectively, includes 98,943 and 100,578 of unvested shares, respectively)	​		3,152	​		3,145	​
Additional paid-in capital	​		1,803	​		1,078	​
Retained earnings	​		287,599	​		268,696	​
Accumulated other comprehensive loss, net	​		(23,801)	​		(11,166)	​
Equity attributable to C&F Financial Corporation	​	​	268,753	​	​	261,753	​
Noncontrolling interest	​	​	565	​	​	595	​
Total equity	​		269,318	​		262,348	​
Total liabilities and equity	​	$	2,811,188	​	$	2,768,494	​

​

​

See notes to consolidated interim financial statements.

3

Table of Contents

​

C&F FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(Dollars in thousands, except per share amounts)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

Nine Months Ended September 30,

​

​ ​ ​

2026

​ ​ ​

2025

​

2026

​ ​ ​

2025

Interest income

​

​

​

​

​

​

​

​

​

​

​

​

Interest and fees on loans

​

$

36,693

​

$

34,683

​

$

107,098

​

$

100,781

Interest on interest-bearing deposits in other banks

​

272

​

719

​

1,394

​

1,634

Interest and dividends on securities

​

​

​

​

​

​

​

​

​

​

​

​

U.S. treasury, government agencies and corporations

​

125

​

273

​

565

​

840

Mortgage-backed securities

​

​

2,507

​

​

1,610

​

​

6,269

​

​

4,537

Tax-exempt obligations of states and political subdivisions

​

​

1,169

​

​

990

​

​

3,391

​

​

2,854

Taxable obligations of states and political subdivisions

​

256

​

186

​

663

​

578

Corporate and other

​

554

​

322

​

1,693

​

954

Total interest income

​

41,576

​

38,783

​

121,073

​

112,178

Interest expense

​

​

​

​

​

​

​

​

​

​

​

​

Savings and interest-bearing deposits

​

2,260

​

2,226

​

6,763

​

6,037

Time deposits

​

7,617

​

7,725

​

22,729

​

23,236

FHLB advances

​

​

322

​

​

450

​

​

1,079

​

​

1,337

Subordinated notes

​

1,139

​

1,112

​

3,351

​

2,465

Other borrowings

​

64

​

96

​

178

​

411

Total interest expense

​

11,402

​

11,609

​

34,100

​

33,486

Net interest income

​

30,174

​

27,174

​

86,973

​

78,692

Provision for credit losses

​

2,750

​

2,900

​

9,000

​

8,000

Net interest income after provision for credit losses

​

27,424

​

24,274

​

77,973

​

70,692

Noninterest income

​

​

​

​

​

​

​

​

​

​

​

​

Gains on sales of loans

​

1,365

​

1,896

​

6,346

​

6,201

Interchange income

​

​

1,652

​

​

1,610

​

​

4,902

​

​

4,706

Service charges on deposit accounts

​

1,123

​

1,049

​

3,204

​

3,061

Investment income from other equity interests

​

​

80

​

​

197

​

​

8,784

​

​

531

Mortgage banking fee income

​

757

​

735

​

2,592

​

2,193

Wealth management services income, net

​

917

​

795

​

2,572

​

2,283

Mortgage lender services income

​

​

907

​

​

768

​

​

2,696

​

​

2,066

Other service charges and fees

​

502

​

520

​

1,523

​

1,569

Net losses on sales, maturities and calls of available for sale securities

​

—

​

—

​

(7,129)

​

—

Other income, net

​

733

​

1,274

​

2,872

​

3,655

Total noninterest income

​

8,036

​

8,844

​

28,362

​

26,265

Noninterest expenses

​

​

​

​

​

​

​

​

​

​

​

​

Salaries and employee benefits

​

14,758

​

14,420

​

45,616

​

42,749

Occupancy

​

2,416

​

2,245

​

7,033

​

6,537

Data processing

​

​

3,421

​

​

3,026

​

​

9,999

​

​

8,881

Professional fees

​

​

785

​

​

901

​

​

2,645

​

​

2,823

Insurance expense

​

​

481

​

​

399

​

​

1,351

​

​

1,306

Marketing and advertising expenses

​

​

604

​

​

660

​

​

1,790

​

​

1,738

Loan processing and collection expenses

​

​

847

​

​

831

​

​

2,638

​

​

2,259

Other

​

1,969

​

1,808

​

5,871

​

5,686

Total noninterest expenses

​

25,281

​

24,290

​

76,943

​

71,979

Income before income taxes

​

10,179

​

8,828

​

29,392

​

24,978

Income tax expense

​

1,922

​

1,715

​

5,715

​

4,703

Net income

​

​

8,257

​

​

7,113

​

​

23,677

​

​

20,275

Less net (loss) income attributable to noncontrolling interest

​

(18)

​

38

​

92

​

141

Net income attributable to C&F Financial Corporation

​

$

8,275

​

$

7,075

​

$

23,585

​

$

20,134

Net income per share - basic and diluted

​

$

2.55

​

$

2.18

​

$

7.26

​

$

6.22

​

​

See notes to consolidated interim financial statements.

4

Table of Contents

​

C&F FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME

(Unaudited)

(Dollars in thousands)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

Nine Months Ended September 30,

​

​ ​ ​

2026

​ ​ ​

2025

​ ​ ​

2026

​ ​ ​

2025

Net income

​

$

8,257

​

$

7,113

​

$

23,677

​

$

20,275

Other comprehensive (loss) income, net of tax:

​

​

​

​

​

​

​

​

​

​

​

​

Securities available for sale

​

​

(16,573)

​

​

6,974

​

​

(13,022)

​

​

10,762

Defined benefit plan

​

​

(13)

​

​

(4)

​

​

(40)

​

​

(13)

Cash flow hedges

​

​

272

​

​

(70)

​

​

427

​

​

(546)

Other comprehensive (loss) income, net of tax

​

​

(16,314)

​

​

6,900

​

​

(12,635)

​

​

10,203

Comprehensive (loss) income

​

​

(8,057)

​

​

14,013

​

​

11,042

​

​

30,478

Less comprehensive (loss) income attributable to noncontrolling interest

​

​

(18)

​

​

38

​

​

92

​

​

141

Comprehensive (loss) income attributable to C&F Financial Corporation

​

$

(8,039)

​

$

13,975

​

$

10,950

​

$

30,337

​

See notes to consolidated interim financial statements.

​

5

Table of Contents

​

C&F FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EQUITY

FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2026 AND 2025

(Unaudited)

(Dollars in thousands, except per share amounts)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Attributable to C&F Financial Corporation

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Accumulated

​

​

​

​

​

​

​

​

​ ​

​

​

​ ​

Additional

​ ​

​

​

​ ​

Other

​ ​

​

​

​

​

​

​

Common

​

Paid - In

​

Retained

​

Comprehensive

​

Noncontrolling

​

Total

​

​

Stock

​

Capital

​

Earnings

​

Loss, Net

​

Interest

​

Equity

Balance June 30, 2026

​

$

3,151

$

1,237

$

280,884

$

(7,487)

$

607

​

$

278,392

​

Comprehensive loss:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Net income (loss)

​

—

​

—

​

8,275

​

—

​

(18)

​

8,257

​

Other comprehensive loss

​

—

​

—

​

—

​

(16,314)

​

—

​

(16,314)

​

Share-based compensation

​

—

​

537

​

—

​

—

​

—

​

537

​

Restricted stock vested

​

1

​

​

(1)

​

—

​

—

​

—

​

—

​

Common stock issued

​

—

​

44

​

—

​

—

​

—

​

44

​

Common stock purchased

​

​

—

​

​

(14)

​

​

—

​

​

—

​

​

—

​

​

(14)

​

Cash dividends declared ($0.48 per share)

​

​

—

​

​

—

​

​

(1,560)

​

​

—

​

​

—

​

​

(1,560)

​

Distributions to noncontrolling interest

​

​

—

​

​

—

​

​

—

​

​

—

​

​

(24)

​

​

(24)

​

Balance September 30, 2026

​

$

3,152

​

$

1,803

​

$

287,599

​

$

(23,801)

$

565

​

$

269,318

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Attributable to C&F Financial Corporation

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Accumulated

​

​

​

​

​

​

​

​

​ ​

​

​

​ ​

Additional

​ ​

​

​

​ ​

Other

​ ​

​

​

​

​

​

​

Common

​

Paid - In

​

Retained

​

Comprehensive

​

Noncontrolling

​

Total

​

​

Stock

​

Capital

​

Earnings

​

Loss, Net

​

Interest

​

Equity

Balance June 30, 2025

​

$

3,130

$

588

$

257,896

$

(21,301)

$

603

​

$

240,916

​

Comprehensive income:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Net income

​

—

​

—

​

7,075

​

—

​

38

​

7,113

​

Other comprehensive income

​

—

​

—

​

—

​

6,900

​

—

​

6,900

​

Share-based compensation

​

—

​

444

​

—

​

—

​

—

​

444

​

Restricted stock vested

​

​

1

​

​

(1)

​

​

—

​

​

—

​

​

—

​

​

—

​

Common stock issued

​

—

​

​

40

​

—

​

—

​

—

​

40

​

Common stock purchased

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

Cash dividends declared ($0.46 per share)

​

—

​

—

​

(1,489)

​

—

​

—

​

(1,489)

​

Distributions to noncontrolling interest

​

​

—

​

​

—

​

​

—

​

​

—

​

​

(37)

​

​

(37)

​

Balance September 30, 2025

​

$

3,131

​

$

1,071

​

$

263,482

​

$

(14,401)

$

604

​

$

253,887

​

​

​

​

​

See notes to consolidated interim financial statements.

​

6

Table of Contents

​

C&F FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2026 AND 2025

(Unaudited)

(Dollars in thousands, except per share amounts)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Attributable to C&F Financial Corporation

​

​

​

​

​

​

​

​

​ ​

​

​

​ ​

​

​

​ ​

​

​

​ ​

Accumulated

​ ​

​

​

​

​

​

​

​

​

​

​

Additional

​

​

​

​

Other

​

​

​

​

​

​

​

​

Common

​

Paid - In

​

Retained

​

Comprehensive

​

Noncontrolling

​

Total

​

​

Stock

​

Capital

​

Earnings

​

Loss, Net

​

Interest

​

Equity

Balance December 31, 2025

​

$

3,145

​

$

1,078

​

$

268,696

​

$

(11,166)

$

595

​

$

262,348

​

Comprehensive income:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Net income

​

—

​

—

​

23,585

​

—

​

92

​

23,677

​

Other comprehensive loss

​

—

​

—

​

—

​

(12,635)

​

—

​

(12,635)

​

Share-based compensation

​

—

​

​

1,598

​

—

​

—

​

—

​

1,598

​

Restricted stock vested

​

19

​

​

(19)

​

—

​

—

​

—

​

—

​

Common stock issued

​

1

​

​

128

​

​

—

​

—

​

—

​

129

​

Common stock purchased

​

​

(13)

​

​

(982)

​

​

—

​

​

—

​

​

—

​

​

(995)

​

Cash dividends declared ($1.44 per share)

​

​

—

​

​

—

​

​

(4,682)

​

​

—

​

​

—

​

​

(4,682)

​

Distributions to noncontrolling interest

​

​

—

​

​

—

​

​

—

​

​

—

​

​

(122)

​

​

(122)

​

Balance September 30, 2026

​

$

3,152

​

$

1,803

​

$

287,599

​

$

(23,801)

$

565

​

$

269,318

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Attributable to C&F Financial Corporation

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Accumulated

​

​

​

​

​

​

​

​

​ ​

​

​

​ ​

Additional

​ ​

​

​

​ ​

Other

​ ​

​

​

​

​

​

​

Common

​

Paid - In

​

Retained

​

Comprehensive

​

Noncontrolling

​

Total

​

​

Stock

​

Capital

​

Earnings

​

Loss, Net

​

Interest

​

Equity

Balance December 31, 2024

​

$

3,114

$

36

$

247,814

$

(24,604)

$

610

​

$

226,970

​

Comprehensive income:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Net income

​

—

​

—

​

20,134

​

—

​

141

​

20,275

​

Other comprehensive income

​

—

​

—

​

—

​

10,203

​

—

​

10,203

​

Share-based compensation

​

—

​

1,360

​

—

​

—

​

—

​

1,360

​

Restricted stock vested

​

21

​

​

(21)

​

—

​

—

​

—

​

—

​

Common stock issued

​

2

​

126

​

—

​

—

​

—

​

128

​

Common stock purchased

​

​

(6)

​

​

(430)

​

​

—

​

​

—

​

​

—

​

​

(436)

​

Cash dividends declared ($1.38 per share)

​

​

—

​

​

—

​

​

(4,466)

​

​

—

​

​

—

​

​

(4,466)

​

Distributions to noncontrolling interest

​

—

​

—

​

—

​

—

​

(147)

​

(147)

​

Balance September 30, 2025

​

$

3,131

​

$

1,071

​

$

263,482

​

$

(14,401)

$

604

​

$

253,887

​

​

​

​

​

​

See notes to consolidated interim financial statements.

​

7

Table of Contents

​

C&F FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(Dollars in thousands)

​	​	​	​	​	​	​
​	​	Nine Months Ended September 30,
​	​ ​ ​	2026		​ ​ ​	2025
Operating activities:	​	​	​	​	​	​
Net income	​	$	23,677	​	$	20,275
Adjustments to reconcile net income to net cash provided by operating activities:	​	​	​	​	​	​
Provision for credit losses	​		9,000	​		8,000
Accretion of certain acquisition-related discounts, net	​		(165)	​		(278)
Share-based compensation	​		1,598	​		1,360
Depreciation and amortization	​		2,870	​		2,952
Accretion of discounts on securities, net	​		(863)	​		(245)
Deferred income taxes	​	​	(4)	​	​	—
Reversal of provision for indemnifications	​	​	(95)	​	​	(135)
Income from bank-owned life insurance	​	​	(300)	​	​	(323)
Pension expense	​	​	415	​	​	539
Proceeds from sales of loans held for sale	​		604,379	​		486,906
Origination of loans held for sale	​		(588,509)	​		(491,695)
Gains on sales of loans held for sale	​	​	(6,346)	​	​	(6,201)
Gain on sale of Bearing equity interest	​	​	(8,282)	​	​	—
Loss on sale of securities available for sale	​	​	7,129	​	​	—
Other gains, net	​	​	(58)	​	​	(135)
Change in other assets and liabilities:	​	​	​	​	​	​
Accrued interest receivable	​		(584)	​		(373)
Other assets	​		1,011	​		896
Accrued interest payable	​		785	​		411
Other liabilities	​		728	​		307
Net cash provided by operating activities	​		46,386	​		22,261
Investing activities:	​	​	​	​	​	​
Proceeds from sales, maturities and calls of securities available for sale and payments on mortgage-backed securities	​		116,263	​		50,567
Purchases of securities available for sale	​		(134,959)	​		(57,107)
Purchases of time deposits, net	​	​	(997)	​	​	(10)
Repayments on loans held for investment by non-bank affiliates	​	​	136,167	​	​	124,639
Purchases of loans held for investment by non-bank affiliates	​	​	(132,184)	​	​	(129,909)
Net increase in community banking loans held for investment	​	​	(100,513)	​	​	(91,130)
Proceeds from bank-owned life insurance	​	​	479	​	​	—
Purchases of corporate premises and equipment	​		(5,683)	​		(1,573)
Proceeds from sale of Bearing equity interest	​	​	12,662	​	​	—
Other investing activities, net	​		(30)	​		(72)
Net cash used in investing activities	​		(108,795)	​		(104,595)
Financing activities:	​	​	​	​	​	​
Net (decrease) increase in demand, savings and money market deposits	​		(18,213)	​		75,749
Net increase in time deposits	​		28,570	​		51,426
Proceeds from borrowings	​	​	65,000	​	​	40,000
Repayments of borrowings	​	​	(40,000)	​	​	(48,994)
Repurchases of common stock	​	​	(995)	​	​	(436)
Cash dividends paid	​	​	(4,682)	​	​	(4,466)
Other financing activities, net	​		(428)	​		(440)
Net cash provided by financing activities	​		29,252	​		112,839
Net (decrease) increase in cash and cash equivalents	​		(33,157)	​		30,505
Cash and cash equivalents at beginning of period	​		79,132	​		65,586
Cash and cash equivalents at end of period	​	$	45,975	​	$	96,091
Supplemental cash flow disclosures:	​	​	​	​	​	​
Interest paid	​	$	33,289	​	$	33,049
Income taxes paid	​		4,491	​		5,113
Supplemental disclosure of noncash investing and financing activities:	​	​	​	​	​	​
Liabilities assumed to acquire right of use assets at lease commencement	​	​	98	​		190
Transfers from loans held for sale to loans held for investment	​	​	2,104	​	​	—

​

See notes to consolidated interim financial statements.

8

Table of Contents

​

C&F FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(Unaudited)

​

NOTE 1: Summary of Significant Accounting Policies

​

Principles of Consolidation: The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial reporting and with applicable quarterly reporting regulations of the Securities and Exchange Commission (the SEC). They do not include all of the information and notes required by GAAP for complete financial statements. Therefore, these consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the C&F Financial Corporation Annual Report on Form 10-K for the year ended December 31, 2025 (2025 Annual Report).  The accounting and reporting policies of the Corporation conform to GAAP and to predominant practices within the banking industry and are primarily disclosed in the 2025 Annual Report.

​

The unaudited consolidated financial statements include the accounts of C&F Financial Corporation (the Corporation), its direct wholly-owned subsidiary, Citizens and Farmers Bank (the Bank or C&F Bank), and indirect subsidiaries that are wholly-owned or controlled. Subsidiaries that are less than wholly owned are fully consolidated if they are controlled by the Corporation or one of its subsidiaries, and the portion of any subsidiary not owned by the Corporation is reported as noncontrolling interest. All significant intercompany accounts and transactions have been eliminated in consolidation. In addition, the Corporation owns all of the common stock of C&F Financial Statutory Trust I, C&F Financial Statutory Trust II, and Central Virginia Bankshares Statutory Trust I, all of which are unconsolidated subsidiaries. The subordinated debt owed to these trusts is reported as liabilities of the Corporation.  

​

Nature of Operations: The Corporation is a bank holding company incorporated under the laws of the Commonwealth of Virginia. The Corporation owns all of the stock of its subsidiary, C&F Bank, which is an independent commercial bank chartered under the laws of the Commonwealth of Virginia.

​

C&F Bank has five wholly-owned subsidiaries: C&F Mortgage Corporation (C&F Mortgage), C&F Finance Company (C&F Finance), C&F Wealth Management Corporation (C&F Wealth Management), C&F Insurance Services, LLC (C&F Insurance), and CVB Title Services, Inc. (CVB Title), all incorporated or organized under the laws of the Commonwealth of Virginia. C&F Mortgage, organized in September 1995, originates and sells residential mortgages, provides mortgage loan origination services to third-party lenders and, through its subsidiary Certified Appraisals, LLC, provides ancillary mortgage loan production services for residential appraisals. C&F Mortgage owns a 51 percent interest in C&F Select, LLC, which was organized in January 2019 and is also engaged in the business of originating and selling residential mortgages. C&F Finance, acquired in September 2002, is a finance company purchasing automobile loans through indirect lending programs. C&F Wealth Management, organized in April 1995, is a full-service brokerage firm offering a comprehensive range of wealth management services through third-party service providers. C&F Insurance and CVB Title were organized for the primary purpose of owning equity interests in an independent insurance agency and a full service title and settlement agency, respectively. Business segment data is presented in Note 11.

​

Basis of Presentation: The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Material estimates that are particularly susceptible to significant change in the near term relate to the determination of the allowance for credit losses. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, which are necessary for a fair presentation of the results of operations in these financial statements, have been made. The results of operations for the three and nine months ended September 30, 2026 are not necessarily indicative of the results to be expected for any other interim period or for the full year.

​

Reclassification: Certain reclassifications have been made to the prior period financial statements to conform to the current period presentation.  None of these reclassifications are considered material.

​

9

Table of Contents

​

​

Recent Significant Accounting Pronouncements: In November 2024, the Financial Accounting Standards Board (FASB) issued ASU 2024-03, “Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures.” The amendments in ASU 2024-03 require disaggregated disclosure of income statement expenses for public business entities. Such disclosures must be made on an annual and interim basis in a tabular format in the footnotes to the financial statements. The amendments require companies to disclose disaggregated information about specific natural expense categories that are considered relevant and applicable, including (1) purchases of inventory, (2) employee compensation, (3) depreciation, (4) intangible asset amortization, and (5) oil and gas activities. The amendments also provide clarification regarding identifying relevant expenses captions and require disclosure of selling expenses on an annual and interim basis. Entities are required to apply the guidance in ASU 2024-03 consistently for all periods presented and the guidance is effective for all public business entities for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027.  Early adoption is permitted. The amendments are to be applied on a prospective basis; however, retrospective application is permitted. The Corporation does not expect the adoption of ASU 2024-03 to have a material effect on its consolidated financial statements.

​

Other accounting standards that have been issued by the FASB or other standards-setting bodies are not currently expected to have a material effect on the Corporation’s financial position, results of operations or cash flows.

​

​

NOTE 2: Securities

​

The Corporation’s debt securities, all of which are classified as available for sale, are summarized in the following tables. The Corporation has elected to exclude accrued interest receivable, totaling $3.10 million and $2.67 million at September 30, 2026 and December 31, 2025, respectively, from the amortized cost basis of securities.  

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

September 30, 2026

​

​ ​ ​

​

​

​ ​ ​

Gross

​ ​ ​

Gross

​ ​ ​

​

​

​

​

Amortized

​

Unrealized

​

Unrealized

​

​

(Dollars in thousands)

​

Cost

​

Gains

​

Losses

​

Fair Value

U.S. Treasury securities

​

$

4,998

​

$

—

​

$

(34)

​

$

4,964

U.S. government agencies and corporations

​

​

23,713

​

​

—

​

​

(1,725)

​

​

21,988

Mortgage-backed securities

​

260,379

​

88

​

(15,966)

​

244,501

Obligations of states and political subdivisions

​

159,482

​

6

​

​

(10,621)

​

148,867

Corporate and other debt securities

​

​

34,894

​

​

33

​

​

(1,190)

​

​

33,737

Total

​

$

483,466

​

$

127

​

$

(29,536)

​

$

454,057

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 2025

​

​ ​ ​

​

​

​ ​ ​

Gross

​ ​ ​

Gross

​ ​ ​

​

​

​

​

Amortized

​

Unrealized

​

Unrealized

​

​

(Dollars in thousands)

​

Cost

​

Gains

​

Losses

​

Fair Value

U.S. Treasury securities

​

$

4,992

​

$

—

​

$

(105)

​

$

4,887

U.S. government agencies and corporations

​

​

60,605

​

​

—

​

​

(4,895)

​

​

55,710

Mortgage-backed securities

​

211,653

​

2,009

​

(7,830)

​

205,832

Obligations of states and political subdivisions

​

158,158

​

1,417

​

(2,484)

​

157,091

Corporate and other debt securities

​

35,628

​

150

​

(1,187)

​

34,591

Total

​

$

471,036

​

$

3,576

​

$

(16,501)

​

$

458,111

​

10

Table of Contents

​

The amortized cost and estimated fair value of securities at September 30, 2026, by the earlier of contractual maturity or expected maturity, are shown below. Expected maturities will differ from contractual maturities because borrowers may have the right to prepay obligations with or without call or prepayment penalties.

​

​	​	​	​	​	​	​
​	​	September 30, 2026
​	​ ​ ​	Amortized		​ ​ ​	​
(Dollars in thousands)	​	Cost		​	Fair Value
Due in one year or less	​	$	68,587	​	$	65,643
Due after one year through five years	​		163,430	​		153,576
Due after five years through ten years	​		124,063	​		117,074
Due after ten years	​		127,386	​		117,764
Total	​	$	483,466	​	$	454,057

​

The following table presents the gross realized gains and losses on and the proceeds from the sales, maturities and calls of securities. During the nine months ended September 30, 2026, the Corporation received $69.2 million of proceeds related to sales of securities with a book value of $76.3 million, resulting in a pre-tax loss of $7.1 million.  There were no sales of securities during the three months ended September 30, 2026 and the three and nine months ended September 30, 2025.  

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

Nine Months Ended September 30,

(Dollars in thousands)

​ ​ ​

2026

​ ​ ​

2025

​ ​ ​

2026

​

2025

Realized gains from sales, maturities and calls of securities:

​

​

​

​

​

​

​

​

​

​

​

​

Gross realized gains

​

$

—

​

$

—

​

$

—

​

$

—

Gross realized losses

​

—

​

—

​

(7,129)

​

—

Net realized losses

​

$

—

​

$

—

​

$

(7,129)

​

$

—

Proceeds from sales, maturities, calls and paydowns of securities

​

$

15,044

​

$

19,234

​

$

116,263

​

$

50,567

​

The Corporation pledges securities primarily to secure municipal deposits and lines of credit that provide liquidity to the Corporation and C&F Bank. Securities with an aggregate amortized cost of $118.59 million and an aggregate fair value of $110.62 million were pledged at September 30, 2026. Securities with an aggregate amortized cost of $138.43 million and an aggregate fair value of $130.88 million were pledged at December 31, 2025.

​

Securities in an unrealized loss position at September 30, 2026, by duration of the period of the unrealized loss, are shown below.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Less Than 12 Months

​

12 Months or More

​

Total

​

Fair

Unrealized

Fair

Unrealized

Fair

Unrealized

(Dollars in thousands)

​

Value

​

Loss

​

Value

​

Loss

​

​ ​Value

​

Loss

U.S. Treasury securities

​

$

—

​

$

—

​

$

4,964

​

$

34

​

$

4,964

​

$

34

​

U.S. government agencies and corporations

​

​

—

​

​

—

​

​

21,988

​

​

1,725

​

​

21,988

​

​

1,725

​

Mortgage-backed securities

​

183,370

​

​

9,233

​

57,908

​

6,733

​

241,278

​

15,966

​

Obligations of states and political subdivisions

​

114,421

​

​

7,756

​

26,385

​

2,865

​

140,806

​

10,621

​

Corporate and other debt securities

​

​

19,088

​

​

371

​

​

10,681

​

​

819

​

​

29,769

​

​

1,190

​

Total

​

$

316,879

​

$

17,360

​

$

121,926

​

$

12,176

​

$

438,805

​

$

29,536

​

​

There were 635 debt securities with a fair value below the amortized cost basis, totaling $438.81 million of aggregate fair value as of September 30, 2026. The Corporation concluded that a credit loss did not exist in its securities portfolio at September 30, 2026, and no allowance for credit losses has been recognized based on the fact that as of September 30, 2026 (1) changes in fair value were caused primarily by fluctuations in interest rates or other market factors, such as changes in demand, (2) securities with unrealized losses had generally high credit quality, (3) the Corporation intends to hold these investments in debt securities to maturity and it is more-likely-than-not that the Corporation will not be required to sell these investments before a recovery of its investment, and (4) issuers have continued to make timely payments of principal and interest. Additionally, the Corporation’s mortgage-backed securities are entirely issued by either U.S. government

11

Table of Contents

​

agencies or U.S. government-sponsored enterprises.  Collectively, these entities provide a guarantee, which is either explicitly or implicitly supported by the full faith and credit of the U.S. government, that investors in such mortgage-backed securities will receive timely principal and interest payments. 

​

Securities in an unrealized loss position at December 31, 2025, by duration of the period of the unrealized loss, are shown below.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Less Than 12 Months

​

12 Months or More

​

Total

​

Fair

Unrealized

Fair

Unrealized

Fair

Unrealized

(Dollars in thousands)

​

Value

​

Loss

​

Value

​

Loss

​

​ ​Value

​

Loss

U.S. Treasury securities

​

$

—

​

$

—

​

$

4,887

​

$

105

​

$

4,887

​

$

105

​

U.S. government agencies and corporations

​

​

—

​

​

—

​

​

55,710

​

​

4,895

​

​

55,710

​

​

4,895

​

Mortgage-backed securities

​

​

12,949

​

​

84

​

107,826

​

7,746

​

120,775

​

7,830

​

Obligations of states and political subdivisions

​

​

7,451

​

​

79

​

64,534

​

2,405

​

​

71,985

​

​

2,484

​

Corporate and other debt securities

​

13,009

​

​

119

​

​

15,932

​

​

1,068

​

28,941

​

1,187

​

Total

​

$

33,409

​

$

282

​

$

248,889

​

$

16,219

​

$

282,298

​

$

16,501

​

​

The Corporation’s investment in restricted stock totaled $5.01 million at September 30, 2026 and $3.68 million at December 31, 2025 and consisted of Federal Home Loan Bank of Atlanta (FHLB) stock.  Restricted stock is generally viewed as a long-term investment, which is carried at cost because there is no market for the stock other than to be redeemed or repurchased by the FHLB. Therefore, when evaluating restricted stock for impairment, its value is based on the ultimate recoverability of the par value rather than by recognizing any temporary decline in value. The Corporation did not consider its investment in restricted stock to be impaired at September 30, 2026 and no impairment has been recognized.

​

NOTE 3: Loans

​

The Corporation’s loans are stated at their face amount, net of deferred fees and costs and discounts, and consist of the classes of loans included in the following table. The Corporation has elected to exclude accrued interest receivable, totaling $9.19 million and $9.04 million at September 30, 2026 and December 31, 2025, respectively, from the recorded balance of loans.

​

​	​	​	​	​	​	​
​	​	September 30,		​	December 31,
(Dollars in thousands)	​ ​ ​	2026		​ ​ ​	2025
Commercial real estate	​	$	946,676	​	$	835,432
Commercial business	​		127,220	​		115,710
Construction - commercial real estate	​		34,562	​		99,604
Land acquisition and development	​		90,267	​		66,248
Builder lines	​		33,353	​		37,938
Construction - consumer real estate	​	​	31,654	​	​	29,288
Residential mortgage	​	​	335,440	​	​	319,536
Equity lines	​	​	84,269	​	​	76,460
Other consumer	​	​	9,657	​	​	10,085
Consumer finance - automobiles	​	​	402,588	​	​	406,312
Consumer finance - marine and recreational vehicles	​		48,882	​		57,963
Subtotal	​		2,144,568	​		2,054,576
Less allowance for credit losses	​		(39,638)	​		(39,677)
Loans, net	​	$	2,104,930	​	$	2,014,899

​

Other consumer loans included $244,000 and $240,000 of demand deposit overdrafts at September 30, 2026 and December 31, 2025, respectively.

​

12

Table of Contents

​

The following table shows the aging of the Corporation’s loan portfolio, by class, at September 30, 2026.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

30-59

​

60-89

​

90+

​

​

​

​

​

​

​

​

​

​

90+ Days

​

​

Days

​

Days

​

Days

​

Total

​

​

​

​

​

​

​

Past Due and

(Dollars in thousands)

​ ​ ​

Past Due

​

Past Due

​

Past Due

​

Past Due

​

Current1

​

Total Loans

​

Accruing

Commercial real estate

​

$

—

​

$

—

​

$

—

​

$

—

​

$

946,676

​

$

946,676

​

$

—

Commercial business

​

93

​

​

—

​

​

—

​

​

93

​

​

127,127

​

​

127,220

​

​

—

Construction - commercial real estate

​

—

​

​

—

​

​

—

​

​

—

​

​

34,562

​

​

34,562

​

​

—

Land acquisition and development

​

—

​

​

—

​

​

—

​

​

—

​

​

90,267

​

​

90,267

​

​

—

Builder lines

​

—

​

​

—

​

​

—

​

​

—

​

​

33,353

​

​

33,353

​

​

—

Construction - consumer real estate

​

​

—

​

​

—

​

​

—

​

​

—

​

​

31,654

​

​

31,654

​

​

—

Residential mortgage

​

​

1,769

​

​

403

​

​

874

​

​

3,046

​

​

332,394

​

​

335,440

​

​

—

Equity lines

​

​

36

​

​

41

​

​

24

​

​

101

​

​

84,168

​

​

84,269

​

​

24

Other consumer

​

​

—

​

​

6

​

​

—

​

​

6

​

​

9,651

​

​

9,657

​

​

—

Consumer finance - automobiles

​

​

12,050

​

​

1,932

​

​

919

​

​

14,901

​

​

387,687

​

​

402,588

​

​

—

Consumer finance - marine and recreational vehicles

​

371

​

​

43

​

​

—

​

​

414

​

​

48,468

​

​

48,882

​

​

—

Total

​

$

14,319

​

$

2,425

​

$

1,817

​

$

18,561

​

$

2,126,007

​

$

2,144,568

​

$

24

1 For the purposes of the table above, “Current” includes loans that are 1-29 days past due.

​

The table above includes nonaccrual loans that are current of $227,000 and 90+ days past due of $1.79 million.

​

The following table shows the aging of the Corporation’s loan portfolio, by class, at December 31, 2025.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

30-59

​

60-89

​

90+

​

​

​

​

​

​

​

​

​

​

90+ Days

​

​

Days

​

Days

​

Days

​

Total

​

​

​

​

​

​

​

Past Due and

(Dollars in thousands)

​ ​ ​

Past Due

​

Past Due

​

Past Due

​

Past Due

​

Current1

​

Total Loans

​

Accruing

Commercial real estate

​

$

—

​

$

262

​

$

—

​

$

262

​

$

835,170

​

$

835,432

​

$

—

Commercial business

​

8

​

​

—

​

​

—

​

​

8

​

​

115,702

​

​

115,710

​

​

—

Construction - commercial real estate

​

—

​

​

—

​

​

—

​

​

—

​

​

99,604

​

​

99,604

​

​

—

Land acquisition and development

​

—

​

​

—

​

​

—

​

​

—

​

​

66,248

​

​

66,248

​

​

—

Builder lines

​

—

​

​

—

​

​

—

​

​

—

​

​

37,938

​

​

37,938

​

​

—

Construction - consumer real estate

​

​

—

​

​

—

​

​

—

​

​

—

​

​

29,288

​

​

29,288

​

​

—

Residential mortgage

​

​

1,019

​

​

111

​

​

813

​

​

1,943

​

​

317,593

​

​

319,536

​

​

—

Equity lines

​

​

155

​

​

65

​

​

23

​

​

243

​

​

76,217

​

​

76,460

​

​

23

Other consumer

​

​

17

​

​

—

​

​

—

​

​

17

​

​

10,068

​

​

10,085

​

​

—

Consumer finance - automobiles

​

​

16,741

​

​

2,129

​

​

1,022

​

​

19,892

​

​

386,420

​

​

406,312

​

​

—

Consumer finance - marine and recreational vehicles

​

429

​

​

37

​

​

—

​

​

466

​

​

57,497

​

​

57,963

​

​

—

Total

​

$

18,369

​

$

2,604

​

$

1,858

​

$

22,831

​

$

2,031,745

​

$

2,054,576

​

$

23

1For the purposes of the table above, “Current” includes loans that are 1-29 days past due.

​

The table above includes nonaccrual loans that are current of $219,000, 30-59 days past due of $17,000, 60-89 days past due of $86,000 and 90+ days past due of $1.84 million.

​

13

Table of Contents

​

The following table shows the Corporation’s recorded balance of loans on nonaccrual status as of September 30, 2026 and December 31, 2025. The Corporation recognized $14,000 and $39,000 in interest income for the three and nine months ended September 30, 2026 on loans on nonaccrual status as of September 30, 2026, respectively, and had none and $9,000 reversals of interest income upon placing loans on nonaccrual status during the three and nine months ended September 30, 2026, respectively. All nonaccrual loans at September 30, 2026 and December 31, 2025 had an allowance for credit losses, with none individually evaluated.

​

​	​	​	​	​	​	​
​	​	September 30,		​	December 31,
(Dollars in thousands)	​ ​ ​	2026		​	2025
Residential mortgage	​	$	1,095	​	$	1,135
Other consumer	​	​	6	​	​	—
Consumer finance - automobiles	​	​	919	​	​	1,022
Total	​	$	2,020	​	$	2,157

​

Occasionally, the Corporation modifies loans to borrowers experiencing financial difficulties by providing principal forgiveness, term extensions, interest rate reductions or other-than-insignificant payment delays. As the effect of most modifications is already included in the allowance for credit losses due to the measurement methodologies used in its estimate, the allowance for credit losses is typically not adjusted upon modification. When principal forgiveness is provided at modification, the amount forgiven is charged against the allowance for credit losses.  In some cases, the Corporation may provide multiple types of modifications on one loan and when multiple types of modifications occur within the same period, the combination of modifications is separately reported.

​

The following tables present the amortized cost basis of loans as of September 30, 2026 and 2025 that were both experiencing financial difficulty and modified during the three and nine months ended September 30, 2026 and 2025.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30, 2026

​

​

​

Nine Months Ended September 30, 2026

​

​

​

​

% of Total

​

​

​

​

% of Total

​

​

​

Amortized

Class of

​

​

​

Amortized

Class of

​

(Dollars in thousands)

​ ​ ​

Cost

Loans

​

​

​

Cost

Loans

​

Term Extension

​

​

​

​

​

​

​

​ ​

​

​

​

​

​

Construction - commercial real estate

​

$

189

​

0.5

%

​

​

$

189

​

0.5

%

Builder lines

​

​

1,170

​

3.5

%

​

​

​

1,170

​

3.5

%

Total Term Extension

​

$

1,359

​

0.1

%

​

​

$

1,359

​

0.1

%

Combination Term Extension and Interest Rate Reduction

​

​

​

​

​

​

​

​

​

​

​

​

​

Residential mortgage

​

$

—

​

—

%

​

​

$

114

​

0.0

%

Total Combination Term Extension and Interest Rate Reduction

​

$

—

​

—

%

​

​

$

114

​

0.0

%

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total

​

$

1,359

​

0.1

%

​

​

$

1,473

​

0.1

%

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30, 2025

​

​

​

Nine Months Ended September 30, 2025

​

​

​

​

% of Total

​

​

​

​

% of Total

​

​

​

Amortized

Class of

​

​

​

Amortized

Class of

​

(Dollars in thousands)

​ ​ ​

Cost

Loans

​

​

​

Cost

Loans

​

Term Extension

​

​

​

​

​

​

​

​ ​

​

​

​

​

​

Commercial real estate

​

$

—

​

—

%

​

​

$

3,545

​

0.4

%

Total Term Extension

​

$

—

​

—

%

​

​

$

3,545

​

0.4

%

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total

​

$

—

​

—

%

​

​

$

3,545

​

0.2

%

14

Table of Contents

​

​

The following tables present the financial effects of the loan modifications presented above to borrowers experiencing financial difficulty for the three and nine months ended September 30, 2026 and 2025.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​ ​ ​

Three Months Ended September 30, 2026

​ ​

Nine Months Ended September 30, 2026

​

​

Weighted-

​

Weighted-

​

Weighted-

​

Weighted-

​

​

Average

​

Average

​

Average

​

Average

​

​

Interest

​

Term

​

Interest

​

Term

​

​

Rate

​

Extension

​

Rate

​

Extension

​

​

Reduction

​

(in years)

​

Reduction

​

(in years)

Construction - commercial real estate

​

​

—

%

​

0.5

​

​

—

%

​

0.5

Builder lines

​

​

—

​

​

0.5

​

​

—

​

​

0.5

Residential mortgage

​

​

—

​

​

—

​

​

1.13

​

​

2.0

Total

​

​

—

%

​

0.5

​

​

1.13

%

​

0.6

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​ ​ ​

Three Months Ended September 30, 2025

​ ​

Nine Months Ended September 30, 2025

​

​

Weighted-

​

Weighted-

​

Weighted-

​

Weighted-

​

​

Average

​

Average

​

Average

​

Average

​

​

Interest

​

Term

​

Interest

​

Term

​

​

Rate

​

Extension

​

Rate

​

Extension

​

​

Reduction

​

(in years)

​

Reduction

​

(in years)

Commercial real estate

​

​

—

%

​

—

​ ​ ​

​

—

%

​

1.1

Total

​

​

—

%

​

—

​

​

—

%

​

1.1

​

The Corporation closely monitors the performance of modified loans to understand the effectiveness of its modification efforts.  Upon the determination that all or a portion of a modified loan is uncollectible, that amount is charged against the allowance for credit losses. There were no payment defaults during the three and nine months ended September 30, 2026 and 2025 of loans to borrowers experiencing financial difficulties that were modified during the previous twelve months and all were current as of September 30, 2026.

​

​

​

15

Table of Contents

​

​

​

NOTE 4: Allowance for Credit Losses

​

The Corporation conducts an analysis of the collectability of the loan portfolio on a regular basis and uses this analysis to assess the sufficiency of the allowance for credit losses on loans and to determine the necessary provision for credit losses. The Corporation segmented the loan portfolio into three loan portfolios based on common risk characteristics. The Commercial portfolio consists of commercial real estate loans, commercial business loans, commercial and consumer real estate construction loans, land acquisition and development loans, and builder lines. The Consumer portfolio consists of residential mortgage loans, equity lines, and other consumer loans. The Consumer Finance portfolio consists of automobile and marine and recreational vehicle (RV) loans.

​

The following table shows the allowance for credit losses activity by loan portfolio for the nine months ended September 30, 2026 and 2025.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Consumer

​

​

​

(Dollars in thousands)

​

Commercial

​

Consumer

​

Finance

​

Total

Balance at December 31, 2025

​

$

13,239

​

$

4,179

​

$

22,259

​

$

39,677

Provision charged to operations

​

​

118

​

​

282

​

​

8,550

​

​

8,950

Loans charged off

​

​

(101)

​

​

(234)

​

​

(12,803)

​

​

(13,138)

Recoveries of loans previously charged off

​

​

235

​

​

89

​

​

3,825

​

​

4,149

Balance at September 30, 2026

​

$

13,491

​

$

4,316

​

$

21,831

​

$

39,638

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Consumer

​

​

​

(Dollars in thousands)

​

Commercial

​

Consumer

​

Finance

​

Total

Balance at December 31, 2024

​

$

13,347

​

$

4,032

​

$

22,708

​

$

40,087

Provision charged to operations

​

​

(362)

​

​

212

​

​

8,300

​

​

8,150

Loans charged off

​

​

(35)

​

​

(167)

​

​

(11,985)

​

​

(12,187)

Recoveries of loans previously charged off

​

​

36

​

​

107

​

​

3,253

​

​

3,396

Balance at September 30, 2025

​

$

12,986

​

$

4,184

​

$

22,276

​

$

39,446

​

​

The following table presents a breakdown of the provision for credit losses for the periods indicated.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

Nine Months Ended September 30,

(Dollars in thousands)

​ ​ ​

2026

​ ​ ​

2025

​ ​

2026

​ ​ ​

2025

Provision for credit losses:

​

​

​

​

​

​

​

​

​

​

​

​

Provision for loans

​

$

2,850

​

$

3,000

​

$

8,950

​

$

8,150

Provision for unfunded commitments

​

(100)

​

(100)

​

50

​

(150)

Total

​

$

2,750

​

$

2,900

​

$

9,000

​

$

8,000

​

​

16

Table of Contents

​

The following table details the recorded balance of the classes of loans within the commercial and consumer loan portfolios by loan rating, which is reviewed on a quarterly basis, and year of origination as of September 30, 2026:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Revolving

​

Revolving

​

​

​

​

Term Loans Recorded Balance by Origination Year

​

Loans

​

Loans

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Recorded

​

Converted

​

​

(Dollars in thousands)

​ ​ ​

2026

​

2025

​

2024

​

2023

​

2022

​

Prior

​

Balance

​

to Term1

​

Total

Commercial real estate:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

96,480

​

$

70,403

​

$

132,896

​

$

143,664

​

$

160,911

​

$

334,195

​

$

—

​

$

245

​

$

938,794

Special Mention

​

​

—

​

​

—

​

​

7,814

​

​

—

​

​

—

​

​

68

​

​

—

​

​

—

​

​

7,882

Total

​

$

96,480

​

$

70,403

​

$

140,710

​

$

143,664

​

$

160,911

​

$

334,263

​

$

—

​

$

245

​

$

946,676

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Commercial business:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

23,043

​

$

7,499

​

$

6,452

​

$

7,664

​

$

11,938

​

$

31,206

​

$

39,282

​

$

30

​

$

127,114

Special Mention

​

​

—

​

​

—

​

​

5

​

​

—

​

​

—

​

​

101

​

​

—

​

​

—

​

​

106

Total

​

$

23,043

​

$

7,499

​

$

6,457

​

$

7,664

​

$

11,938

​

$

31,307

​

$

39,282

​

$

30

​

$

127,220

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Construction - commercial real estate:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

9,276

​

$

10,736

​

$

13,758

​

$

792

​

$

—

​

$

—

​

$

—

​

$

—

​

$

34,562

Total

​

$

9,276

​

$

10,736

​

$

13,758

​

$

792

​

$

—

​

$

—

​

$

—

​

$

—

​

$

34,562

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Land acquisition and development:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

17,832

​

$

26,592

​

$

34,766

​

$

—

​

$

—

​

$

3,283

​

$

—

​

$

—

​

$

82,473

Special Mention

​

​

—

​

​

—

​

​

7,794

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

7,794

Total

​

$

17,832

​

$

26,592

​

$

42,560

​

$

—

​

$

—

​

$

3,283

​

$

—

​

$

—

​

$

90,267

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Builder lines:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

17,134

​

$

11,214

​

$

4,170

​

$

53

​

$

550

​

$

—

​

$

232

​

$

—

​

$

33,353

Total

​

$

17,134

​

$

11,214

​

$

4,170

​

$

53

​

$

550

​

$

—

​

$

232

​

$

—

​

$

33,353

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Construction - consumer real estate:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

13,087

​

$

14,488

​

$

4,079

​

$

—

​

$

—

​

$

—

​

$

—

​

$

—

​

$

31,654

Total

​

$

13,087

​

$

14,488

​

$

4,079

​

$

—

​

$

—

​

$

—

​

$

—

​

$

—

​

$

31,654

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Residential mortgage:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

46,606

​

$

49,682

​

$

51,029

​

$

38,207

​

$

63,385

​

$

84,721

​

$

—

​

$

—

​

$

333,630

Special Mention

​

​

113

​

​

—

​

​

189

​

​

20

​

​

167

​

​

168

​

​

—

​

​

—

​

​

657

Substandard

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

58

​

​

—

​

​

—

​

​

58

Substandard Nonaccrual

​

​

—

​

​

—

​

​

149

​

​

800

​

​

72

​

​

74

​

​

—

​

​

—

​

​

1,095

Total

​

$

46,719

​

$

49,682

​

$

51,367

​

$

39,027

​

$

63,624

​

$

85,021

​

$

—

​

$

—

​

$

335,440

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Equity lines:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

—

​

$

—

​

$

—

​

$

—

​

$

—

​

$

398

​

$

82,373

​

$

1,474

​

$

84,245

Special Mention

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

24

​

​

—

​

​

—

​

​

24

Total

​

$

—

​

$

—

​

$

—

​

$

—

​

$

—

​

$

422

​

$

82,373

​

$

1,474

​

$

84,269

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Other consumer:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

4,300

​

$

2,536

​

$

1,453

​

$

721

​

$

406

​

$

187

​

$

42

​

$

—

​

$

9,645

Special Mention

​

​

—

​

​

—

​

​

—

​

​

—

​

​

6

​

​

—

​

​

—

​

​

—

​

​

6

Substandard Nonaccrual

​

​

—

​

​

—

​

​

—

​

​

—

​

​

6

​

​

—

​

​

—

​

​

—

​

​

6

Total

​

$

4,300

​

$

2,536

​

$

1,453

​

$

721

​

$

418

​

$

187

​

$

42

​

$

—

​

$

9,657

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

227,758

​

$

193,150

​

$

248,603

​

$

191,101

​

$

237,190

​

$

453,990

​

$

121,929

​

$

1,749

​

$

1,675,470

Special Mention

​

​

113

​

​

—

​

​

15,802

​

​

20

​

​

173

​

​

361

​

​

—

​

​

—

​

​

16,469

Substandard

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

58

​

​

—

​

​

—

​

​

58

Substandard Nonaccrual

​

​

—

​

​

—

​

​

149

​

​

800

​

​

78

​

​

74

​

​

—

​

​

—

​

​

1,101

Total

​

$

227,871

​

$

193,150

​

$

264,554

​

$

191,921

​

$

237,441

​

$

454,483

​

$

121,929

​

$

1,749

​

$

1,693,098

1 Commercial real estate includes $0 and $125,000 of revolving loans converted to term during the three and nine months ended September 30, 2026, respectively. Equity lines include $462,000 and $929,000 of revolving loans converted to term during the three and nine months ended September 30, 2026, respectively.

​

17

Table of Contents

​

The following table details the recorded balance of the classes of loans within the commercial and consumer loan portfolios by loan rating, which is reviewed on a quarterly basis, and year of origination as of December 31, 2025:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Revolving

​

Revolving

​

​

​

​

Term Loans Recorded Balance by Origination Year

​

Loans

​

Loans

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Recorded

​

Converted

​

​

(Dollars in thousands)

​ ​ ​

2025

​

2024

​

2023

​

2022

​

2021

​

Prior

​

Balance

​

to Term1

​

Total

Commercial real estate:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

72,184

​

$

110,069

​

$

120,853

​

$

162,934

​

$

120,074

​

$

249,017

​

$

—

​

$

229

​

$

835,360

Special Mention

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

72

​

​

—

​

​

—

​

​

72

Total

​

$

72,184

​

$

110,069

​

$

120,853

​

$

162,934

​

$

120,074

​

$

249,089

​

$

—

​

$

229

​

$

835,432

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Commercial business:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

9,557

​

$

7,623

​

$

10,169

​

$

13,091

​

$

11,841

​

$

26,507

​

$

36,875

​

$

47

​

$

115,710

Total

​

$

9,557

​

$

7,623

​

$

10,169

​

$

13,091

​

$

11,841

​

$

26,507

​

$

36,875

​

$

47

​

$

115,710

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Construction - commercial real estate:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

10,384

​

$

54,141

​

$

31,892

​

$

3,187

​

$

—

​

$

—

​

$

—

​

$

—

​

$

99,604

Total

​

$

10,384

​

$

54,141

​

$

31,892

​

$

3,187

​

$

—

​

$

—

​

$

—

​

$

—

​

$

99,604

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Land acquisition and development:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

18,966

​

$

41,178

​

$

—

​

$

371

​

$

—

​

$

5,733

​

$

—

​

$

—

​

$

66,248

Total

​

$

18,966

​

$

41,178

​

$

—

​

$

371

​

$

—

​

$

5,733

​

$

—

​

$

—

​

$

66,248

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Builder lines:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

27,069

​

$

8,855

​

$

826

​

$

784

​

$

—

​

$

404

​

$

—

​

$

—

​

$

37,938

Total

​

$

27,069

​

$

8,855

​

$

826

​

$

784

​

$

—

​

$

404

​

$

—

​

$

—

​

$

37,938

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Construction - consumer real estate:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

24,158

​

$

5,130

​

$

—

​

$

—

​

$

—

​

$

—

​

$

—

​

$

—

​

$

29,288

Total

​

$

24,158

​

$

5,130

​

$

—

​

$

—

​

$

—

​

$

—

​

$

—

​

$

—

​

$

29,288

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Residential mortgage:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

44,390

​

$

57,382

​

$

46,606

​

$

71,350

​

$

33,087

​

$

64,871

​

$

—

​

$

—

​

$

317,686

Special Mention

​

​

—

​

​

—

​

​

22

​

​

84

​

​

202

​

​

347

​

​

—

​

​

—

​

​

655

Substandard

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

60

​

​

—

​

​

—

​

​

60

Substandard Nonaccrual

​

​

—

​

​

113

​

​

833

​

​

189

​

​

—

​

​

—

​

​

—

​

​

—

​

​

1,135

Total

​

$

44,390

​

$

57,495

​

$

47,461

​

$

71,623

​

$

33,289

​

$

65,278

​

$

—

​

$

—

​

$

319,536

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Equity lines:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

—

​

$

—

​

$

—

​

$

—

​

$

—

​

$

493

​

$

75,165

​

$

701

​

$

76,359

Special Mention

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

101

​

​

101

Total

​

$

—

​

$

—

​

$

—

​

$

—

​

$

—

​

$

493

​

$

75,165

​

$

802

​

$

76,460

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Other consumer:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

5,157

​

$

2,512

​

$

1,318

​

$

670

​

$

82

​

$

300

​

$

46

​

$

—

​

$

10,085

Total

​

$

5,157

​

$

2,512

​

$

1,318

​

$

670

​

$

82

​

$

300

​

$

46

​

$

—

​

$

10,085

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loan Rating

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pass

​

$

211,865

​

$

286,890

​

$

211,664

​

$

252,387

​

$

165,084

​

$

347,325

​

$

112,086

​

$

977

​

$

1,588,278

Special Mention

​

​

—

​

​

—

​

​

22

​

​

84

​

​

202

​

​

419

​

​

—

​

​

101

​

​

828

Substandard

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

60

​

​

—

​

​

—

​

​

60

Substandard Nonaccrual

​

​

—

​

​

113

​

​

833

​

​

189

​

​

—

​

​

—

​

​

—

​

​

—

​

​

1,135

Total

​

$

211,865

​

$

287,003

​

$

212,519

​

$

252,660

​

$

165,286

​

$

347,804

​

$

112,086

​

$

1,078

​

$

1,590,301

1 Commercial real estate and equity lines include $128,000 and $516,000, respectively, of revolving loans converted to term during the year ended December 31, 2025.

​

18

Table of Contents

​

The following table details the recorded balance of the classes of loans within the consumer finance loan portfolio by credit rating at the time of origination and year of origination as of September 30, 2026:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Revolving

​

​

​

​

Term Loans Recorded Balance by Origination Year

​

​

​

Loans

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Revolving

​

Converted

​

​

(Dollars in thousands)

​ ​ ​

2026

​

2025

​

2024

​

2023

​

2022

​

Prior

​

Loans

​

to Term

​

Total

Consumer finance - automobiles:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Credit rating1

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Very good

​

$

19,922

​

$

16,099

​

$

10,035

​

$

4,142

​

$

2,566

​

$

549

​

$

—

​

$

—

​

$

53,313

Good

​

​

38,284

​

​

35,493

​

​

20,404

​

​

11,250

​

​

10,917

​

​

2,497

​

​

—

​

​

—

​

​

118,845

Fairly good

​

​

38,390

​

​

38,401

​

​

21,909

​

​

15,756

​

​

14,135

​

​

5,057

​

​

—

​

​

—

​

​

133,648

Fair

​

​

19,598

​

​

24,080

​

​

13,637

​

​

9,695

​

​

8,399

​

​

4,108

​

​

—

​

​

—

​

​

79,517

Marginal

​

​

3,486

​

​

5,673

​

​

2,658

​

​

1,818

​

​

1,975

​

​

1,655

​

​

—

​

​

—

​

​

17,265

Total

​

$

119,680

​

$

119,746

​

$

68,643

​

$

42,661

​

$

37,992

​

$

13,866

​

$

—

​

$

—

​

$

402,588

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Consumer finance - marine and recreational vehicles:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Credit rating1

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Very good

​

$

—

​

$

1,152

​

$

5,184

​

$

4,339

​

$

9,215

​

$

12,201

​

$

—

​

$

—

​

$

32,091

Good

​

​

—

​

​

1,248

​

​

3,272

​

​

4,926

​

​

4,872

​

​

2,135

​

​

—

​

​

—

​

​

16,453

Fairly good

​

​

—

​

​

—

​

​

—

​

​

130

​

​

143

​

​

65

​

​

—

​

​

—

​

​

338

Total

​

$

—

​

$

2,400

​

$

8,456

​

$

9,395

​

$

14,230

​

$

14,401

​

$

—

​

$

—

​

$

48,882

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Credit rating1

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Very good

​

$

19,922

​

$

17,251

​

$

15,219

​

$

8,481

​

$

11,781

​

$

12,750

​

$

—

​

$

—

​

$

85,404

Good

​

​

38,284

​

​

36,741

​

​

23,676

​

​

16,176

​

​

15,789

​

​

4,632

​

​

—

​

​

—

​

​

135,298

Fairly good

​

​

38,390

​

​

38,401

​

​

21,909

​

​

15,886

​

​

14,278

​

​

5,122

​

​

—

​

​

—

​

​

133,986

Fair

​

​

19,598

​

​

24,080

​

​

13,637

​

​

9,695

​

​

8,399

​

​

4,108

​

​

—

​

​

—

​

​

79,517

Marginal

​

​

3,486

​

​

5,673

​

​

2,658

​

​

1,818

​

​

1,975

​

​

1,655

​

​

—

​

​

—

​

​

17,265

Total

​

$

119,680

​

$

122,146

​

$

77,099

​

$

52,056

​

$

52,222

​

$

28,267

​

$

—

​

$

—

​

$

451,470

1 Credit ratings with a FICO score greater than 739 are considered Very Good, FICO scores ranging from 670-739 are considered Good, FICO scores ranging from 625-669 are considered Fairly Good, FICO scores ranging from 580-624 are considered Fair and FICO scores less than 580 are considered Marginal.

​

The following table details the recorded balance of the classes of loans within the consumer finance loan portfolio by credit rating at the time of origination and year of origination as of December 31, 2025:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Revolving

​

​

​

​

Term Loans Recorded Balance by Origination Year

​

​

​

Loans

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Revolving

​

Converted

​

​

(Dollars in thousands)

​ ​ ​

2025

​

2024

​

2023

​

2022

​

2021

​

Prior

​

Loans

​

to Term

​

Total

Consumer finance - automobiles:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Credit rating1

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Very good

​

$

22,600

​

$

14,758

​

$

6,212

​

$

4,543

​

$

1,123

​

$

111

​

$

—

​

$

—

​

$

49,347

Good

​

​

46,079

​

​

28,573

​

​

17,066

​

​

17,449

​

​

4,853

​

​

519

​

​

—

​

​

—

​

​

114,539

Fairly good

​

​

48,871

​

​

29,704

​

​

23,209

​

​

23,345

​

​

9,043

​

​

1,397

​

​

—

​

​

—

​

​

135,569

Fair

​

​

29,774

​

​

18,942

​

​

14,528

​

​

14,266

​

​

7,011

​

​

1,815

​

​

—

​

​

—

​

​

86,336

Marginal

​

​

6,960

​

​

3,751

​

​

2,893

​

​

3,243

​

​

2,626

​

​

1,048

​

​

—

​

​

—

​

​

20,521

Total

​

$

154,284

​

$

95,728

​

$

63,908

​

$

62,846

​

$

24,656

​

$

4,890

​

$

—

​

$

—

​

$

406,312

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Consumer finance - marine and recreational vehicles:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Credit rating1

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Very good

​

$

1,339

​

$

6,231

​

$

4,999

​

$

10,700

​

$

6,473

​

$

8,789

​

$

—

​

$

—

​

$

38,531

Good

​

​

1,442

​

​

3,937

​

​

5,533

​

​

5,604

​

​

1,066

​

​

1,441

​

​

—

​

​

—

​

​

19,023

Fairly good

​

​

—

​

​

—

​

​

165

​

​

173

​

​

32

​

​

39

​

​

—

​

​

—

​

​

409

Total

​

$

2,781

​

$

10,168

​

$

10,697

​

$

16,477

​

$

7,571

​

$

10,269

​

$

—

​

$

—

​

$

57,963

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Credit rating1

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Very good

​

$

23,939

​

$

20,989

​

$

11,211

​

$

15,243

​

$

7,596

​

$

8,900

​

$

—

​

$

—

​

$

87,878

Good

​

​

47,521

​

​

32,510

​

​

22,599

​

​

23,053

​

​

5,919

​

​

1,960

​

​

—

​

​

—

​

​

133,562

Fairly good

​

​

48,871

​

​

29,704

​

​

23,374

​

​

23,518

​

​

9,075

​

​

1,436

​

​

—

​

​

—

​

​

135,978

Fair

​

​

29,774

​

​

18,942

​

​

14,528

​

​

14,266

​

​

7,011

​

​

1,815

​

​

—

​

​

—

​

​

86,336

Marginal

​

​

6,960

​

​

3,751

​

​

2,893

​

​

3,243

​

​

2,626

​

​

1,048

​

​

—

​

​

—

​

​

20,521

Total

​

$

157,065

​

$

105,896

​

$

74,605

​

$

79,323

​

$

32,227

​

$

15,159

​

$

—

​

$

—

​

$

464,275

1 Credit ratings with a FICO score greater than 739 are considered Very Good, FICO scores ranging from 670-739 are considered Good, FICO scores ranging from 625-669 are considered Fairly Good, FICO scores ranging from 580-624 are considered Fair and FICO scores less than 580 are considered Marginal.

19

Table of Contents

​

The following table details the current period gross charge-offs of loans by year of origination for the nine months ended September 30, 2026.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Revolving

​

​

​

​

Current Period Gross Charge-offs by Origination Year

​

​

​

Loans

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Revolving

​

Converted

​

​

(Dollars in thousands)

​ ​ ​

2026

​

2025

​

2024

​

2023

​

2022

​

Prior

​

Loans

​

to Term

​

Total

Commercial business

​

$

—

​

$

99

​

$

—

​

$

—

​

$

—

​

$

2

​

$

—

​

$

—

​

$

101

Equity lines

​

​

—

​

​

—

​

​

—

​

​

5

​

​

—

​

​

6

​

​

—

​

​

—

​

​

11

Other consumer1

​

​

171

​

​

45

​

​

7

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

223

Consumer finance - automobiles

​

​

256

​

​

2,314

​

​

2,494

​

​

3,120

​

​

3,105

​

​

1,140

​

​

—

​

​

—

​

​

12,429

Consumer finance - marine and recreational vehicles

​

​

—

​

​

10

​

​

128

​

​

83

​

​

136

​

​

17

​

​

—

​

​

—

​

​

374

Total

​

$

427

​

$

2,468

​

$

2,629

​

$

3,208

​

$

3,241

​

$

1,165

​

$

—

​

$

—

​

$

13,138

1 Gross charge-offs of other consumer loans for the nine months ended September 30, 2026 included $131,000 of demand deposit overdrafts that originated in 2026.

​

The following table details the current period gross charge-offs of loans by year of origination for the nine months ended September 30, 2025.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Revolving

​

​

​

​

Current Period Gross Charge-offs by Origination Year

​

​

​

Loans

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Revolving

​

Converted

​

​

(Dollars in thousands)

​ ​ ​

2025

​

2024

​

2023

​

2022

​

2021

​

Prior

​

Loans

​

to Term

​

Total

Commercial business

​

$

15

​

$

—

​

$

—

​

$

—

​

$

10

​

$

10

​

$

—

​

$

—

​

$

35

Residential mortgage

​

​

6

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

6

Other consumer1

​

​

143

​

​

14

​

​

4

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

161

Consumer finance - automobiles

​

​

265

​

​

2,001

​

​

3,027

​

​

4,293

​

​

1,629

​

​

458

​

​

—

​

​

—

​

​

11,673

Consumer finance - marine and recreational vehicles

​

​

—

​

​

70

​

​

13

​

​

168

​

​

33

​

​

28

​

​

—

​

​

—

​

​

312

Total

​

$

429

​

$

2,085

​

$

3,044

​

$

4,461

​

$

1,672

​

$

496

​

$

—

​

$

—

​

$

12,187

1 Gross charge-offs of other consumer loans for the nine months ended September 30, 2025 included $142,000 of demand deposit overdrafts that originated in 2025.

​

As of September 30, 2026 and December 31, 2025, the Corporation had no collateral dependent loans for which repayment was expected to be derived substantially through the operation or sale of the collateral and where the borrower is experiencing financial difficulty.

​

20

Table of Contents

​

​

​

​

​

​

NOTE 5: Goodwill and Other Intangible Assets

​

The carrying amount of goodwill was $25.19 million at September 30, 2026 and December 31, 2025. There were no changes in the recorded balance of goodwill during the three and nine months ended September 30, 2026 and 2025.

​

The Corporation had $834,000 and $909,000 of other intangible assets as of September 30, 2026 and December 31, 2025, respectively. Other intangible assets were recognized in connection with the core deposits acquired from Peoples Bankshares, Incorporated in 2020 and customer relationships acquired by C&F Wealth Management in 2016.

​

The following table summarizes the gross carrying amounts and accumulated amortization of other intangible assets.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

September 30,

​

​

December 31,

​

​

​

2026

​

​

2025

​

​

​

Gross

​

​

​

​

Gross

​

​

​

​

​

​

Carrying

​

Accumulated

​

​

Carrying

​

Accumulated

(Dollars in thousands)

​

​

Amount

​

Amortization

​

​

Amount

​

Amortization

Amortizable intangible assets:

​

​

​

​

​

​

​

​

​

​

​

​

Core deposit intangibles

​

$

1,711

​

$

(877)

​

$

1,711

​

$

(802)

Other amortizable intangibles

​

​

1,405

​

​

(1,405)

​

​

1,405

​

​

(1,405)

Total

​

$

3,116

​

$

(2,282)

​

$

3,116

​

$

(2,207)

​

Amortization expense was $25,000 and $63,000 for the three months ended September 30, 2026 and 2025, respectively, and $75,000 and $188,000 for the nine months ended September 30, 2026 and 2025, respectively.

​

NOTE 6: Borrowings

​

Short-term borrowings consisted of $65.00 million and $20.00 million of FHLB advances at September 30, 2026 and December 31, 2025, respectively.

​

Long-term borrowings consisted of $40.00 million of the Corporation’s subordinated notes, $25.52 million of the Corporation’s trust preferred capital notes and $7.58 million of other borrowings at September 30, 2026. Long-term borrowings consisted of $20.00 million of FHLB advances, $40.00 million of the Corporation’s subordinated notes, $25.49 million of the Corporation’s trust preferred capital notes and $7.84 million of other borrowings at December 31, 2025. The Corporation’s subordinated notes and trust preferred capital notes are included in “Subordinated Notes” in the Consolidated Balance Sheets.

​

​

​

NOTE 7: Equity, Other Comprehensive Income and Earnings Per Share

​

Equity and Noncontrolling Interest

​

The Board of Directors authorized a program, effective January 1, 2026 through December 31, 2026, to repurchase up to $5.0 million of the Corporation’s common stock (the 2026 Repurchase Program). During the three and nine months ended September 30, 2026, the Corporation repurchased 3 shares and 8,377 shares of its common stock under the 2026 Repurchase Program, respectively.  As of September 30, 2026, there was $4.38 million remaining available for repurchases of the Corporation’s common stock under the 2026 Repurchase Program. The Corporation did not repurchase any of its common stock during the three and nine months ended September 30, 2025 under the Corporation’s previous share repurchase program, effective January 1, 2025 through December 31, 2025 (the 2025 Repurchase Program).

21

Table of Contents

​

​

Additionally, during the nine months ended September 30, 2026 and 2025, the Corporation withheld 5,069 shares and 5,502 shares of its common stock, respectively, from employees to satisfy tax withholding obligations upon vesting of restricted stock.

​

Noncontrolling interest represents an ownership interest in C&F Select LLC, a subsidiary of C&F Mortgage, held by an unrelated investor.  

​

Accumulated Other Comprehensive Loss, Net

​

Changes in each component of accumulated other comprehensive loss were as follows for the three months ended September 30, 2026 and 2025.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​ ​ ​

Securities

​ ​ ​

Defined

​ ​ ​

Cash

​ ​ ​

​

​

​

​

Available

​

Benefit

​

Flow

​

​

(Dollars in thousands)

​

For Sale

​

Plan

​

Hedges

​

Total

Accumulated other comprehensive (loss) income at June 30, 2026

​

$

(6,661)

​

$

(1,285)

​

$

459

​

$

(7,487)

​

​

​

​

​

​

​

​

​

​

​

​

​

Other comprehensive (loss) income arising during the period

​

(20,979)

​

—

​

371

​

(20,608)

Related income tax effects

​

4,406

​

—

​

(96)

​

4,310

​

​

​

(16,573)

​

​

—

​

​

275

​

​

(16,298)

​

​

​

​

​

​

​

​

​

​

​

​

​

Reclassifications into net income

​

​

—

​

​

(17)

​

​

(4)

​

​

(21)

Related income tax effects

​

​

—

​

​

4

​

​

1

​

​

5

​

​

​

—

​

​

(13)

​

​

(3)

​

​

(16)

​

​

​

​

​

​

​

​

​

​

​

​

​

Other comprehensive (loss) income, net of tax

​

​

(16,573)

​

​

(13)

​

​

272

​

​

(16,314)

​

​

​

​

​

​

​

​

​

​

​

​

​

Accumulated other comprehensive (loss) income at September 30, 2026

​

$

(23,234)

​

$

(1,298)

​

$

731

​

$

(23,801)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​ ​ ​

Securities

​ ​ ​

Defined

​ ​ ​

Cash

​ ​ ​

​

​

​

​

Available

​

Benefit

​

Flow

​

​

(Dollars in thousands)

​

For Sale

​

Plan

​

Hedges

​

Total

Accumulated other comprehensive (loss) income at June 30, 2025

​

$

(19,905)

​

$

(1,806)

​

$

410

​

$

(21,301)

​

​

​

​

​

​

​

​

​

​

​

​

​

Other comprehensive income (loss) arising during the period

​

8,829

​

—

​

(93)

​

8,736

Related income tax effects

​

(1,855)

​

—

​

24

​

(1,831)

​

​

​

6,974

​

​

—

​

​

(69)

​

​

6,905

​

​

​

​

​

​

​

​

​

​

​

​

​

Reclassifications into net income

​

​

—

​

​

(6)

​

​

(1)

​

​

(7)

Related income tax effects

​

​

—

​

​

2

​

​

—

​

​

2

​

​

​

—

​

​

(4)

​

​

(1)

​

​

(5)

​

​

​

​

​

​

​

​

​

​

​

​

​

Other comprehensive income (loss), net of tax

​

​

6,974

​

​

(4)

​

​

(70)

​

​

6,900

​

​

​

​

​

​

​

​

​

​

​

​

​

Accumulated other comprehensive (loss) income at September 30, 2025

​

$

(12,931)

​

$

(1,810)

​

$

340

​

$

(14,401)

22

Table of Contents

​

Changes in each component of accumulated other comprehensive loss were as follows for the nine months ended September 30, 2026 and 2025.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​ ​ ​

Securities

​ ​ ​

Defined

​ ​ ​

Cash

​ ​ ​

​

​

​

​

Available

​

Benefit

​

Flow

​

​

(Dollars in thousands)

​

For Sale

​

Plan

​

Hedges

​

Total

Accumulated other comprehensive (loss) income at December 31, 2025

​

$

(10,212)

​

$

(1,258)

​

$

304

​

$

(11,166)

​

​

​

​

​

​

​

​

​

​

​

​

​

Other comprehensive (loss) income arising during the period

​

(23,613)

​

—

​

581

​

(23,032)

Related income tax effects

​

4,959

​

—

​

(150)

​

4,809

​

​

​

(18,654)

​

​

—

​

​

431

​

​

(18,223)

​

​

​

​

​

​

​

​

​

​

​

​

​

Reclassifications into net income

​

​

7,129

​

​

(51)

​

​

(6)

​

​

7,072

Related income tax effects

​

​

(1,497)

​

​

11

​

​

2

​

​

(1,484)

​

​

​

5,632

​

​

(40)

​

​

(4)

​

​

5,588

​

​

​

​

​

​

​

​

​

​

​

​

​

Other comprehensive (loss) income, net of tax

​

​

(13,022)

​

​

(40)

​

​

427

​

​

(12,635)

​

​

​

​

​

​

​

​

​

​

​

​

​

Accumulated other comprehensive (loss) income at September 30, 2026

​

$

(23,234)

​

$

(1,298)

​

$

731

​

$

(23,801)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​ ​ ​

Securities

​ ​ ​

Defined

​ ​ ​

Cash

​ ​ ​

​

​

​

​

Available

​

Benefit

​

Flow

​

​

(Dollars in thousands)

​

For Sale

​

Plan

​

Hedges

​

Total

Accumulated other comprehensive (loss) income at December 31, 2024

​

$

(23,693)

​

$

(1,797)

​

$

886

​

$

(24,604)

​

​

​

​

​

​

​

​

​

​

​

​

​

Other comprehensive income (loss) arising during the period

​

13,624

​

—

​

(752)

​

12,872

Related income tax effects

​

(2,862)

​

—

​

194

​

(2,668)

​

​

​

10,762

​

​

—

​

​

(558)

​

​

10,204

​

​

​

​

​

​

​

​

​

​

​

​

​

Reclassifications into net income

​

​

—

​

​

(17)

​

​

16

​

​

(1)

Related income tax effects

​

​

—

​

​

4

​

​

(4)

​

​

—

​

​

​

—

​

​

(13)

​

​

12

​

​

(1)

​

​

​

​

​

​

​

​

​

​

​

​

​

Other comprehensive income (loss), net of tax

​

​

10,762

​

​

(13)

​

​

(546)

​

​

10,203

​

​

​

​

​

​

​

​

​

​

​

​

​

Accumulated other comprehensive (loss) income at September 30, 2025

​

$

(12,931)

​

$

(1,810)

​

$

340

​

$

(14,401)

​

​

23

Table of Contents

​

The following table provides information regarding reclassifications from accumulated other comprehensive loss into net income for the three and nine months ended September 30, 2026 and 2025.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

​

Nine Months Ended September 30,

Line Item In the Consolidated

(Dollars in thousands)

​ ​ ​

2026

​ ​ ​

2025

​

​ ​ ​

2026

​ ​ ​

2025

​ ​ ​

Statements of Income

Securities available for sale:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Reclassification of net realized losses into net income

​

$

—

​

$

—

​

​

$

(7,129)

​

$

—

​

Net losses on sales, maturities and calls of available for sale securities

Related income tax effects

​

​

—

​

​

—

​

​

​

1,497

​

​

—

​

Income tax expense

​

​

​

—

​

​

—

​

​

​

(5,632)

​

​

—

​

Net of tax

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Defined benefit plan:1

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Reclassification of recognized net actuarial losses into net income

​

​

—

​

​

(11)

​

​

​

—

​

​

(34)

​

Noninterest expenses - Other

Amortization of prior service credit into net income

​

​

17

​

​

17

​

​

​

51

​

​

51

​

Noninterest expenses - Other

Related income tax effects

​

​

(4)

​

​

(2)

​

​

​

(11)

​

​

(4)

​

Income tax expense

​

​

​

13

​

​

4

​

​

​

40

​

​

13

​

Net of tax

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Cash flow hedges:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Amortization of hedging gains into net income

​

​

4

​

​

1

​

​

​

6

​

​

(16)

​

Interest expense - Subordinated notes

Related income tax effects

​

​

(1)

​

​

—

​

​

​

(2)

​

​

4

​

Income tax expense

​

​

​

3

​

​

1

​

​

​

4

​

​

(12)

​

Net of tax

​

​

​

​

​

​

​

​

​

​

​

​

Total

​

$

16

​

$

5

​

​

$

(5,588)

​

$

1

​

​

1 See “Note 9: Employee Benefit Plans” for additional information.

​

Earnings Per Share (EPS)

​

The components of the Corporation’s EPS calculations are as follows:

​

​	​	​	​	​	​	​
​	​	Three Months Ended September 30,
(Dollars in thousands)	​ ​ ​	2026		​ ​ ​	2025
Net income attributable to C&F Financial Corporation	​	$	8,275	​	$	7,075
Weighted average shares outstanding—basic and diluted	​		3,251,418	​		3,238,057

​

​

​	​	​	​	​	​	​
​	​	Nine Months Ended September 30,
(Dollars in thousands)	​	2026		​ ​ ​	2025
Net income attributable to C&F Financial Corporation	​	$	23,585	​	$	20,134
Weighted average shares outstanding—basic and diluted	​		3,250,699	​		3,237,256

​

The Corporation has applied the two-class method of computing basic and diluted EPS for each period presented because the Corporation’s unvested restricted shares outstanding contain rights to nonforfeitable dividends equal to dividends on

24

Table of Contents

​

the Corporation’s common stock.  Accordingly, the weighted average number of shares used in the calculation of basic and diluted EPS includes both vested and unvested shares outstanding.

NOTE 8: Share-Based Plans

​

Under the 2022 Stock and Incentive Compensation Plan, the Corporation is permitted to award, and previously under the 2013 Stock and Incentive Compensation Plan until April 19, 2022, the Corporation was permitted to award, shares of restricted stock to certain key employees, non-employee directors and consultants. Restricted shares awarded to employees generally vest over periods up to five years, and restricted shares awarded to non-employee directors generally vest over periods up to three years.  A summary of the activity for restricted stock awards for the periods indicated is presented below:

​

​	​	​	​	​	​	​
​	​	2026
​	​ ​ ​	​	​ ​ ​	Weighted-
​	​	​	​	Average
​	​	​	​	Grant Date
​	​	Shares	​	Fair Value
Unvested, December 31, 2025		100,578	​	$	65.57	​
Granted	​	17,605	​		75.07	​
Vested		(18,510)	​		63.11	​
Forfeited		(730)	​		69.09	​
Unvested, September 30, 2026		98,943	​	​	67.69	​

​

​	​	​	​	​	​	​
​	​	2025				​
​	​ ​ ​	​	​ ​ ​	Weighted-		​
​	​	​	​	Average		​
​	​	​	​	Grant Date		​
​	​	Shares	​	Fair Value		​
Unvested, December 31, 2024		119,778	​	$	54.56	​
Granted		14,080	​		75.75	​
Vested		(20,985)	​		47.73	​
Forfeited		(6,510)	​		57.59	​
Unvested, September 30, 2025		106,363	​	​	58.53	​

​

The fair value of shares that vested during the three and nine months ended September 30, 2026 was $40,000 and $1.38 million, respectively, and was $64,000 and $1.51 million during the three and nine months ended September 30, 2025, respectively. Compensation is accounted for using the fair value of the Corporation’s common stock on the date the restricted shares are awarded. Compensation expense, net of forfeitures, is charged to income ratably over the required service periods and was $537,000 ($404,000 after income taxes) and $1.60 million ($1.16 million after income taxes) for the three and nine months ended September 30, 2026, respectively, and was $444,000 ($330,000 after income taxes) and $1.36 million ($916,000 after income taxes) for the three and nine months ended September 30, 2025, respectively. As of September 30, 2026, there was $3.35 million of total unrecognized compensation cost related to restricted stock granted under the plans, which is expected to be recognized through 2031, with a weighted average remaining service period of 2.6 years.

​

25

Table of Contents

​

NOTE 9: Employee Benefit Plans

​

The following table summarizes the components of net periodic benefit cost for the Bank’s non-contributory cash balance pension plan.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

Nine Months Ended September 30,

(Dollars in thousands)

​ ​ ​

2026

​ ​ ​

2025

​ ​ ​

2026

​ ​ ​

2025

Components of net periodic benefit cost:

​

​

​

​

​

​

​

​

​

​

​

​

Service cost, included in salaries and employee benefits

​

$

332

​

$

330

​

$

994

​

$

990

​

​

​

​

​

​

​

​

​

​

​

​

​

Other components of net periodic benefit cost:

​

​

​

​

​

​

​

​

​

​

​

​

Interest cost

​

225

​

216

​

675

​

648

Expected return on plan assets

​

(401)

​

(360)

​

(1,203)

​

(1,082)

Amortization of prior service credit

​

(17)

​

(17)

​

(51)

​

(51)

Recognized net actuarial losses

​

—

​

11

​

—

​

34

Other components of net periodic benefit cost, included in other noninterest expense

​

​

(193)

​

​

(150)

​

​

(579)

​

​

(451)

​

​

​

​

​

​

​

​

​

​

​

​

​

Net periodic benefit cost

​

$

139

​

$

180

​

$

415

​

$

539

​

​

NOTE 10: Fair Value of Assets and Liabilities

​

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. GAAP requires that valuation techniques maximize the use of observable inputs and minimize the use of unobservable inputs. GAAP also establishes a fair value hierarchy which prioritizes the valuation inputs into three broad levels. Based on the underlying inputs, each fair value measurement in its entirety is reported in one of the three levels. These levels are:

● Level 1—Valuation is based upon quoted prices for identical instruments traded in active markets. Level 1 assets and liabilities include debt securities traded in an active exchange market.

● Level 2—Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

● Level 3—Valuation is determined using model-based techniques that use at least one significant assumption not observable in the market. These unobservable assumptions reflect the Corporation’s estimates of assumptions that market participants would use in pricing the respective asset or liability. Valuation techniques may include the use of pricing models, discounted cash flow models and similar techniques.

GAAP allows an entity the irrevocable option to elect fair value (the fair value option) for the initial and subsequent measurement for certain financial assets and liabilities on a contract-by-contract basis.  The Corporation has elected to use fair value accounting for its entire portfolio of loans held for sale (LHFS).

26

Table of Contents

​

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following describes the valuation techniques and inputs used by the Corporation in determining the fair value of certain assets recorded at fair value on a recurring basis in the financial statements.

Securities available for sale. The Corporation primarily values its investment portfolio using Level 2 fair value measurements, but may also use Level 1 or Level 3 measurements if required by the composition of the portfolio. At September 30, 2026 and December 31, 2025, the Corporation’s entire securities portfolio was comprised of investments in debt securities classified as available for sale, which were valued using Level 2 fair value measurements. The Corporation has contracted with third party portfolio accounting service vendors for valuation of its securities portfolio. The vendors’ sources for security valuation are ICE Data Services (ICE), London Stock Exchange Group (LSEG) and Bloomberg Valuation Service (BVAL).  Each source provides opinions, known as evaluated prices, as to the value of individual securities based on model-based pricing techniques that are partially based on available market data, including prices for similar instruments in active markets and prices for identical assets in markets that are not active. ICE provides evaluated prices for the Corporation’s obligations of states and political subdivisions category of securities.  ICE uses proprietary pricing models and pricing systems, mathematical tools and judgment to determine an evaluated price for a security based upon a hierarchy of market information regarding that security or securities with similar characteristics.  LSEG and BVAL provide evaluated prices for the Corporation’s U.S. treasury, government agencies and corporations, mortgage-backed, and corporate categories of securities.  U.S. treasury securities and fixed-rate callable securities of U.S. government agencies and corporations are individually evaluated on an option adjusted spread basis for callable issues or on a nominal spread basis incorporating the term structure of agency market spreads and the appropriate risk free benchmark curve for non-callable issues.  Pass-through mortgage-backed securities (MBS) in the mortgage-backed category are grouped into aggregate categories defined by issuer program, weighted average coupon, and weighted average maturity.  Each aggregate category is benchmarked to relative to-be-announced mortgage-backed securities (TBA securities) or other benchmark prices. TBA securities prices are obtained from market makers and live trading systems. Collateralized mortgage obligations in the mortgage-backed category are individually evaluated based upon a hierarchy of security specific information and market data regarding that security or securities with similar characteristics.  Each evaluation is determined using an option adjusted spread and prepayment model based on volatility-driven, multi-dimensional spread tables. Fixed-rate securities issued by the Small Business Administration in the mortgage-backed category are individually evaluated based upon a hierarchy of security specific information and market data regarding that security or securities with similar characteristics.

​

Other investments. The Corporation holds equity investments in funds that provide debt and equity financing to small businesses. These investments are recorded at fair value and included in “Other Assets” in the Consolidated Balance Sheets.  Changes in fair value are recognized in “Investment income from other equity interests” on the Consolidated Statements of Income. The funds are managed by investment companies, and the net asset value of each fund is reported regularly by the investment companies. At September 30, 2026 and December 31, 2025, the combined fair value of these investments was $1.69 million and $1.66 million, respectively.  These investments, measured at net asset value, are not presented in the tables below related to fair value measurements. Changes in fair value of these investments resulted in the recognition of unrealized gains of $69,000 and $158,000 for the three and nine months ended September 30, 2026, respectively, and unrealized gains of $34,000 and $105,000 for the three and nine months ended September 30, 2025, respectively.

​

The Corporation also holds an equity investment consisting of an equity interest in a full-service title and settlement agency (the title agency) at September 30, 2026, and previously held an equity interest in Bearing Insurance Group, LLC, an independent insurance agency (the insurance agency). During the first nine months of 2026, the Corporation completed the sale of its membership interest in the insurance agency, resulting in a pre-tax gain of $8.3 million. The investment in the title agency is, and previously the investment in the insurance agency was, subject to a contractual sale restriction that only permits the sale of the investment back to the respective agency itself.  At September 30, 2026 and December 31, 2025, the fair value of these investments was $58,000 and $4.09 million, respectively. The investment in the title agency is, and previously the investment in the insurance agency was, recorded at fair value based on the contractual redemption value of the Corporation’s proportionate share of the respective agency’s equity.  The gain on sale of the insurance agency and changes in fair value of the investments are recognized in “Investment income from other equity interests” on the Consolidated Statements of Income and resulted in the recognition of a gain on sale of $8.3 million for the nine months

27

Table of Contents

​

ended September 30, 2026 and unrealized gains of $11,000 and $337,000 for the three and nine months ended September 30, 2026, respectively. Changes in fair value resulted in the recognition of unrealized gains of $162,000 and $426,000 for the three and nine months ended September 30, 2025, respectively. The Corporation’s investment in the title agency is, and previously in the insurance agency was, classified as Level 2.

Loans held for sale. Fair value of the Corporation’s LHFS is based on observable market prices for similar instruments traded in the secondary mortgage loan markets in which the Corporation conducts business. The Corporation’s portfolio of LHFS is classified as Level 2.

​

Derivative asset - IRLCs. The Corporation recognizes interest rate lock commitments (IRLCs) at fair value. Fair value of IRLCs is based on either (i) the price of the underlying loans obtained from an investor for loans that will be delivered on a best efforts basis or (ii) the observable price for individual loans traded in the secondary market for loans that will be delivered on a mandatory basis. All of the Corporation’s IRLCs are classified as Level 2.

​

Rabbi trust assets. The Corporation’s rabbi trust holds assets intended to be used to fund the liability associated with its deferred compensation plan. The assets held by the rabbi trust are invested at the direction of the individual participants, generally in marketable investment securities such as common stocks and mutual funds or short-term investments (e.g., cash), and are measured at fair value. Rabbi trust assets and the associated deferred compensation plan liability are included in other assets and other liabilities, respectively, in the Consolidated Balance Sheets. The Corporation’s rabbi trust assets are classified as Level 1.

​

Derivative asset/liability – interest rate swaps on loans. The Corporation recognizes interest rate swaps at fair value.  The Corporation has contracted with a third party vendor to provide valuations for these interest rate swaps using the discounted cash flow method. All of the Corporation’s interest rate swaps on loans are classified as Level 2.

​

Derivative asset/liability – cash flow hedges. The Corporation recognizes cash flow hedges at fair value. The Corporation has contracted with a third party vendor to provide valuations for these cash flow hedges using the discounted cash flow method.  All of the Corporation’s cash flow hedges are classified as Level 2.

​

28

Table of Contents

​

The following table presents the balances of financial assets and liabilities measured at fair value on a recurring basis. The fair value of forward sales of mortgage loans was not material to the consolidated financial statements of the Corporation at September 30, 2026 or December 31, 2025.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

September 30, 2026

​

​

Fair Value Measurements Classified as

​

Assets/Liabilities at

(Dollars in thousands)

​

Level 1

​ ​ ​

Level 2

​ ​ ​

Level 3

​ ​ ​

Fair Value

Assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

Securities available for sale

​

​

​

​

​

​

​

​

​

​

​

​

​

U.S. Treasury securities

​

$

—

​

$

4,964

​

$

—

​

$

4,964

​

U.S. government agencies and corporations

​

​

—

​

​

21,988

​

​

—

​

​

21,988

​

Mortgage-backed securities

​

—

​

244,501

​

—

​

244,501

​

Obligations of states and political subdivisions

​

—

​

148,867

​

—

​

148,867

​

Corporate and other debt securities

​

​

—

​

​

33,737

​

​

—

​

​

33,737

​

Total securities available for sale

​

—

​

454,057

​

—

​

454,057

​

Loans held for sale

​

—

​

26,757

​

—

​

26,757

​

Other investments

​

​

—

​

​

58

​

​

—

​

​

58

​

Rabbi trust assets

​

​

18,050

​

​

—

​

​

—

​

​

18,050

​

Derivatives

​

​

​

​

​

​

​

​

​

​

​

​

​

IRLC

​

—

​

688

​

—

​

688

​

Interest rate swaps on loans

​

​

—

​

​

4,084

​

​

—

​

​

4,084

​

Cash flow hedges

​

—

​

970

​

—

​

970

​

Total assets

​

$

18,050

​

$

486,614

​

$

—

​

$

504,665

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Liabilities:

​

​

​

​

​

​

​

​

​

​

​

​

​

Derivatives

​

​

​

​

​

​

​

​

​

​

​

​

​

Interest rate swaps on loans

​

$

—

​

$

4,084

​

$

—

​

$

4,084

​

Total liabilities

​

$

—

​

$

4,084

​

$

—

​

$

4,084

​

​

​

29

Table of Contents

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 2025

​

​

Fair Value Measurements Classified as

​

Assets/Liabilities at

(Dollars in thousands)

​

Level 1

​ ​ ​

Level 2

​ ​ ​

Level 3

​ ​ ​

Fair Value

Assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

Securities available for sale

​

​

​

​

​

​

​

​

​

​

​

​

​

U.S. Treasury securities

​

$

—

​

$

4,887

​

$

—

​

$

4,887

​

U.S. government agencies and corporations

​

​

—

​

​

55,710

​

​

—

​

​

55,710

​

Mortgage-backed securities

​

—

​

205,832

​

—

​

205,832

​

Obligations of states and political subdivisions

​

—

​

157,091

​

—

​

157,091

​

Corporate and other debt securities

​

—

​

34,591

​

—

​

34,591

​

Total securities available for sale

​

—

​

458,111

​

—

​

458,111

​

Loans held for sale

​

—

​

40,911

​

—

​

40,911

​

Other investments

​

​

—

​

​

4,428

​

​

—

​

​

4,428

​

Rabbi trust assets

​

​

17,510

​

​

—

​

​

—

​

​

17,510

​

Derivatives

​

​

​

​

​

​

​

​

​

​

​

​

​

IRLC

​

—

​

574

​

—

​

574

​

Interest rate swaps on loans

​

—

​

2,503

​

—

​

2,503

​

Cash flow hedges

​

​

—

​

​

598

​

​

—

​

​

598

​

Total assets

​

$

17,510

​

$

507,125

​

$

—

​

$

524,635

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Liabilities:

​

​

​

​

​

​

​

​

​

​

​

​

​

Derivatives

​

​

​

​

​

​

​

​

​

​

​

​

​

Interest rate swaps on loans

​

$

—

​

$

2,503

​

$

—

​

$

2,503

​

Cash flow hedges

​

​

—

​

​

208

​

​

—

​

​

208

​

Total liabilities

​

$

—

​

$

2,711

​

$

—

​

$

2,711

​

​

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

​

The Corporation may be required, from time to time, to measure and recognize certain assets at fair value on a nonrecurring basis in accordance with GAAP. The following describes the valuation techniques and inputs used by the Corporation in determining the fair value of certain assets recorded at fair value on a nonrecurring basis in the financial statements.

​

OREO. Other real estate owned (OREO) is held for sale and initially recorded at fair value less estimated costs to sell. Initial fair value is based upon appraisals the Corporation obtains from independent licensed appraisers or recent sales of similar properties and general market conditions. Subsequently, management periodically performs valuations of the assets based on updated appraisals, general market conditions, recent sales of similar properties, length of time the properties have been held, and our ability and intent with regard to continued ownership of the properties. The Corporation may incur additional write-downs of OREO to fair value less estimated costs to sell if valuations indicate a further deterioration in market conditions. As such, the Corporation records OREO as a nonrecurring fair value measurement classified as Level 3. At December 31, 2025, OREO was comprised of a property previously used by the Bank as a branch, which was consolidated into a nearby branch in 2024.

​

Collateral dependent loans. When a borrower is experiencing financial difficulty and repayment is expected substantially through the sale of the collateral, the loan is individually evaluated for purposes of estimating the allowance for credit losses and may be recorded at the fair value of the underlying collateral less estimated costs to sell. The level of the allowance for credit losses is recorded to reflect the net amount expected to be collected. The Corporation obtains an appraisal from independent licensed appraisers with relevant industry experience. When a collateral dependent loan is measured at fair value based solely on observable market prices or a current appraisal without further adjustments for unobservable inputs, the nonrecurring fair value measurement is classified as Level 2. The Corporation may adjust the appraised value based on recent sales of similar properties or general market conditions when appropriate and as such, records the collateral dependent loan where the borrower is experiencing financial difficulty as a nonrecurring fair value measurement classified as Level 3. At September 30, 2026 and December 31, 2025, the Corporation had no collateral dependent loans where the borrower is experiencing financial difficulty.  

30

Table of Contents

​

The following table presents the balances of assets measured at fair value on a nonrecurring basis at December 31, 2025. There were no assets measured at fair value on a nonrecurring basis at September 30, 2026.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​ ​ ​

December 31, 2025

​

​

Fair Value Measurements Classified as

​

Assets at Fair

(Dollars in thousands)

​ ​ ​

Level 1

​ ​ ​

Level 2

​ ​ ​

Level 3

​ ​ ​

Value

Other real estate owned, net

​

$

—

​

$

—

​

$

1,316

​

$

1,316

​

Total

​

$

—

​

$

—

​

$

1,316

​

$

1,316

​

​

​

Fair Value of Financial Instruments

​

FASB ASC 825, Financial Instruments, requires disclosure about fair value of financial instruments, including those financial assets and financial liabilities that are not required to be measured and reported at fair value on a recurring or nonrecurring basis. ASC 825 excludes certain financial instruments and all nonfinancial instruments from its disclosure requirements. Accordingly, the aggregate fair value amounts presented may not necessarily represent the underlying fair value of the Corporation. The Corporation uses the exit price notion in calculating the fair values of financial instruments not measured at fair value on a recurring basis.

​

The following tables reflect the carrying amounts and estimated fair values of the Corporation’s financial instruments whether or not recognized on the Consolidated Balance Sheets at fair value.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Carrying

​

Fair Value Measurements at September 30, 2026 Classified as

​

Total Fair

(Dollars in thousands)

​

​ ​ ​ ​ ​Value

​

Level 1

​

Level 2

​

Level 3

​

​ ​ ​ ​ ​Value

Financial assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Cash and short-term investments

​

$

47,755

​

$

45,975

​

$

1,780

​

$

—

​

$

47,755

​

Securities available for sale

​

454,057

​

​

—

​

454,057

​

​

—

​

454,057

​

Loans, net

​

2,104,930

​

—

​

—

​

2,083,006

​

2,083,006

​

Loans held for sale

​

26,757

​

—

​

26,757

​

—

​

26,757

​

Other investments

​

​

58

​

​

—

​

​

58

​

​

—

​

​

58

​

Rabbi trust assets

​

​

18,050

​

​

18,050

​

​

—

​

​

—

​

​

18,050

​

Derivatives

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

IRLC

​

​

688

​

​

—

​

​

688

​

​

—

​

​

688

​

Interest rate swaps on loans

​

​

4,084

​

​

—

​

​

4,084

​

​

—

​

​

4,084

​

Cash flow hedges

​

​

970

​

​

—

​

​

970

​

​

—

​

​

970

​

Bank-owned life insurance

​

​

21,438

​

​

—

​

​

21,438

​

​

—

​

​

21,438

​

Accrued interest receivable

​

12,310

​

12,310

​

—

​

—

​

12,310

​

Financial liabilities:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Demand and savings deposits

​

​

1,431,143

​

​

1,431,143

​

​

—

​

​

—

​

​

1,431,143

​

Time deposits

​

924,937

​

—

​

922,212

​

—

​

922,212

​

Borrowings

​

130,519

​

—

​

124,058

​

—

​

124,058

​

Derivatives

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Interest rate swaps on loans

​

​

4,084

​

​

—

​

​

4,084

​

​

—

​

​

4,084

​

Accrued interest payable

​

4,530

​

4,530

​

—

​

—

​

4,530

​

​

​

31

Table of Contents

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Carrying

​

Fair Value Measurements at December 31, 2025 Classified as

​

Total Fair

(Dollars in thousands)

​

​ ​ ​ ​ ​Value

​

Level 1

​

Level 2

​

Level 3

​

​ ​ ​ ​ ​Value

Financial assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Cash and short-term investments

​

$

79,916

​

$

79,132

​

$

784

​

$

—

​

$

79,916

​

Securities available for sale

​

458,111

​

​

—

​

458,111

​

​

—

​

458,111

​

Loans, net

​

2,014,899

​

—

​

—

​

2,008,199

​

2,008,199

​

Loans held for sale

​

40,911

​

—

​

40,911

​

—

​

40,911

​

Other investments

​

​

4,428

​

​

—

​

​

4,428

​

​

—

​

​

4,428

​

Rabbi trust assets

​

​

17,510

​

​

17,510

​

​

—

​

​

—

​

​

17,510

​

Derivatives

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

IRLC

​

​

574

​

​

—

​

​

574

​

​

—

​

​

574

​

Interest rate swaps on loans

​

​

2,503

​

​

—

​

​

2,503

​

​

—

​

​

2,503

​

Cash flow hedges

​

​

598

​

​

—

​

​

598

​

​

—

​

​

598

​

Bank-owned life insurance

​

​

21,808

​

​

—

​

​

21,808

​

​

—

​

​

21,808

​

Accrued interest receivable

​

11,726

​

11,726

​

—

​

—

​

11,726

​

Financial liabilities:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Demand and savings deposits

​

​

1,449,356

​

​

1,449,356

​

​

—

​

​

—

​

​

1,449,356

​

Time deposits

​

896,367

​

—

​

895,898

​

—

​

895,898

​

Borrowings

​

105,493

​

—

​

102,881

​

—

​

102,881

​

Derivatives

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Interest rate swaps on loans

​

​

2,503

​

​

—

​

​

2,503

​

​

—

​

​

2,503

​

Forward sales of TBA securities

​

​

208

​

​

—

​

​

208

​

​

—

​

​

208

​

Accrued interest payable

​

3,745

​

3,745

​

—

​

—

​

3,745

​

​

​

NOTE 11: Business Segments

​

The Corporation operates in a decentralized fashion in three business segments: community banking, mortgage banking and consumer finance. The community banking segment comprises C&F Bank, C&F Wealth Management, C&F Insurance and CVB Title. Revenues from community banking operations consist primarily of net interest income related to investments in loans and securities and outstanding deposits and borrowings, fees earned on deposit accounts, debit card interchange activity, and net revenues from offering wealth management services through third-party service providers.  Through C&F Mortgage, mortgage banking operating revenues consist principally of gains on sales of loans in the secondary market, mortgage banking fee income related to loan originations, fees earned by providing mortgage loan origination functions to third-party lenders, and net interest income on mortgage loans held for sale. Revenues from consumer finance operations through C&F Finance consist primarily of net interest income earned on purchased retail installment sales contracts.

​

The standalone Corporation’s revenues and expenses are comprised primarily of interest expense associated with the Corporation’s trust preferred capital notes and subordinated debt, general corporate expenses, and changes in the value of investments held in the rabbi trust and the deferred compensation liability related to its nonqualified deferred compensation plan.  The results of the Corporation, which include funding and operating costs that are not allocated to the business segments, are included in the column labeled “Other” in the tables below.

​

The Corporation’s chief operating decision makers (CODMs) are the President/Chief Executive Officer and the Chief Financial Officer.  The CODMs use net income to evaluate income generated from segment assets in deciding whether to reinvest profits into the segments or into other parts of the entity, such as for acquisitions or to pay dividends. Net income is used to monitor budget versus actual results. The CODMs also use net income in competitive analysis by benchmarking to the Corporation’s competitors. The competitive analysis along with the monitoring of budgeted versus actual results are used in assessing performance of the segments and in establishing management’s compensation.

​

Interest expense is allocated to the mortgage banking and consumer finance segments through borrowings from the community banking segment. The community banking segment extends two warehouse lines of credit to the mortgage

32

Table of Contents

​

banking segment, providing a portion of the funds needed to originate mortgage loans, that carry interest rates at the daily FHLB advance rate plus a spread ranging from 50 basis points to 175 basis points. The community banking segment also provides the consumer finance segment with a portion of the funds needed to purchase loan contracts by means of a variable rate line of credit that carries interest at one-month term SOFR plus 211.5 basis points, with a floor of 3.5 percent and a ceiling of 6.0 percent, and fixed rate notes that carry interest at 4.0 percent. The community banking segment acquires certain residential real estate loans from the mortgage banking segment at prices similar to those paid by third-party investors. Intercompany loan balances, interest income, interest expense, intercompany gains, losses, and other income and expenses related to these transactions are eliminated to reach consolidated totals. In addition to unallocated expenses recorded by the holding company, certain overhead costs are incurred by the community banking segment and are not allocated to the mortgage banking and consumer finance segments.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30, 2026

​

​ ​ ​

Community

​ ​ ​

Mortgage

​ ​ ​

Consumer

​ ​ ​

​

​

​ ​ ​

​

​

​ ​ ​

​

​

(Dollars in thousands)

​

Banking

​

Banking

​

Finance

​

Other

​

Eliminations

​

Consolidated

Interest income

​

$

28,648

​

$

616

​

$

12,107

​

$

—

​

$

205

​

$

41,576

​

Interest expense

​

10,264

​

​

—

​

—

​

1,138

​

—

​

11,402

​

Net interest income before allocation

​

​

18,384

​

​

616

​

​

12,107

​

​

(1,138)

​

​

205

​

​

30,174

​

Net interest allocation1

​

​

5,806

​

​

(242)

​

​

(5,564)

​

​

—

​

​

—

​

​

—

​

Net interest income

​

24,190

​

374

​

6,543

​

(1,138)

​

205

​

30,174

​

Gain on sales of loans

​

​

—

​

​

1,606

​

​

—

​

​

—

​

​

(241)

​

​

1,365

​

Other noninterest income

​

​

4,682

​

​

1,682

​

​

146

​

​

195

​

​

(34)

​

​

6,671

​

Net revenue

​

28,872

​

3,662

​

6,689

​

(943)

​

(70)

​

38,210

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Provision for credit losses

​

—

​

—

​

​

2,750

​

​

—

​

​

—

​

2,750

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Salaries and employee benefits

​

​

10,417

​

​

1,878

​

​

2,021

​

​

442

​

​

—

​

​

14,758

​

Occupancy expense

​

​

2,006

​

​

270

​

​

140

​

​

—

​

​

—

​

​

2,416

​

Data processing

​

​

2,669

​

​

391

​

​

351

​

​

10

​

​

—

​

​

3,421

​

Professional fees

​

​

520

​

​

64

​

​

128

​

​

73

​

​

—

​

​

785

​

Insurance expense

​

​

408

​

​

42

​

​

31

​

​

—

​

​

—

​

​

481

​

Marketing and advertising expenses

​

​

450

​

​

148

​

​

6

​

​

—

​

​

—

​

​

604

​

Loan processing and collection expenses

​

​

74

​

​

368

​

​

405

​

​

—

​

​

—

​

​

847

​

Provision for indemnifications

​

​

—

​

​

(35)

​

​

—

​

​

—

​

​

—

​

​

(35)

​

Other segment items2

​

​

1,341

​

​

165

​

​

437

​

​

82

​

​

(21)

​

​

2,004

​

Total noninterest expense

​

​

17,885

​

​

3,291

​

​

3,519

​

​

607

​

​

(21)

​

​

25,281

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Income (loss) before taxes

​

10,987

​

371

​

420

​

(1,550)

​

(49)

​

10,179

​

Income tax expense (benefit)

​

2,073

​

105

​

​

117

​

​

(362)

​

(11)

​

1,922

​

Net income (loss)

​

$

8,914

​

$

266

​

$

303

​

$

(1,188)

​

$

(38)

​

$

8,257

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Other data:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Capital expenditures

​

$

2,937

​

$

8

​

$

8

​

$

—

​

$

—

​

$

2,953

​

Depreciation and amortization

​

​

859

​

​

42

​

​

79

​

​

—

​

​

—

​

​

980

​

1 Interest expense is allocated to the mortgage banking and consumer finance segments through borrowings from the community banking segment.

2 Other segment items for each reportable segment include:

a. Community banking – licenses and other taxes expense, travel and education expense, telecommunications expense, other real estate owned losses and expense, net periodic pension cost, office supplies, and certain overhead expenses.

b. Mortgage banking – licenses and other taxes expense, travel and education expense, telecommunications expense, office supplies, and certain overhead expenses.

c. Consumer finance – licenses and other taxes expense, travel and education expense, telecommunications expense, payment processing expense, office supplies, and certain overhead expenses.

​

​

​

33

Table of Contents

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30, 2025

​

​ ​ ​

Community

​ ​ ​

Mortgage

​ ​ ​

Consumer

​ ​ ​

​

​

​ ​ ​

​

​

​ ​ ​

​

​

(Dollars in thousands)

​

Banking

​

Banking

​

Finance

​

Other

​

Eliminations

​

Consolidated

Interest income

​

$

25,610

​

$

625

​

$

12,404

​

$

—

​

$

144

​

$

38,783

​

Interest expense

​

10,498

​

​

—

​

—

​

1,111

​

—

​

11,609

​

Net interest income before allocation

​

​

15,112

​

​

625

​

​

12,404

​

​

(1,111)

​

​

144

​

​

27,174

​

Net interest allocation1

​

​

6,080

​

​

(287)

​

​

(5,793)

​

​

—

​

​

—

​

​

—

​

Net interest income

​

21,192

​

338

​

6,611

​

(1,111)

​

144

​

27,174

​

Gain on sales of loans

​

​

—

​

​

2,074

​

​

—

​

​

—

​

​

(178)

​

​

1,896

​

Other noninterest income

​

​

4,430

​

​

1,546

​

​

149

​

​

874

​

​

(51)

​

​

6,948

​

Net revenue

​

25,622

​

3,958

​

6,760

​

(237)

​

(85)

​

36,018

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Provision for credit losses

​

(100)

​

—

​

​

3,000

​

​

—

​

​

—

​

2,900

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Salaries and employee benefits

​

​

9,503

​

​

1,899

​

​

1,934

​

​

1,084

​

​

—

​

​

14,420

​

Occupancy expense

​

​

1,878

​

​

222

​

​

145

​

​

—

​

​

—

​

​

2,245

​

Data processing

​

​

2,365

​

​

324

​

​

327

​

​

10

​

​

—

​

​

3,026

​

Professional fees

​

​

642

​

​

83

​

​

168

​

​

8

​

​

—

​

​

901

​

Insurance expense

​

​

350

​

​

15

​

​

34

​

​

—

​

​

—

​

​

399

​

Marketing and advertising expenses

​

​

496

​

​

152

​

​

12

​

​

—

​

​

—

​

​

660

​

Loan processing and collection expenses

​

​

46

​

​

335

​

​

450

​

​

—

​

​

—

​

​

831

​

Provision for indemnifications

​

​

—

​

​

(75)

​

​

—

​

​

—

​

​

—

​

​

(75)

​

Other segment items2

​

​

1,310

​

​

144

​

​

369

​

​

72

​

​

(12)

​

​

1,883

​

Total noninterest expense

​

​

16,590

​

​

3,099

​

​

3,439

​

​

1,174

​

​

(12)

​

​

24,290

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Income (loss) before taxes

​

9,132

​

859

​

321

​

(1,411)

​

(73)

​

8,828

​

Income tax expense (benefit)

​

1,754

​

218

​

​

90

​

​

(331)

​

(16)

​

1,715

​

Net income (loss)

​

$

7,378

​

$

641

​

$

231

​

$

(1,080)

​

$

(57)

​

$

7,113

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Other data:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Capital expenditures

​

$

698

​

$

42

​

$

—

​

$

—

​

$

—

​

$

740

​

Depreciation and amortization

​

​

851

​

​

38

​

​

79

​

​

—

​

​

—

​

​

968

​

1 Interest expense is allocated to the mortgage banking and consumer finance segments through borrowings from the community banking segment.

2 Other segment items for each reportable segment include:

a. Community banking – licenses and other taxes expense, travel and education expense, telecommunications expense, other real estate owned losses and expense, net periodic pension cost, office supplies, and certain overhead expenses.

b. Mortgage banking – licenses and other taxes expense, travel and education expense, telecommunications expense, office supplies, and certain overhead expenses.

c. Consumer finance – licenses and other taxes expense, travel and education expense, telecommunications expense, payment processing expense, office supplies, and certain overhead expenses.

​

34

Table of Contents

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Nine Months Ended September 30, 2026

​

​ ​ ​

Community

​ ​ ​

Mortgage

​ ​ ​

Consumer

​ ​ ​

​

​

​ ​ ​

​

​

​ ​ ​

​

​

(Dollars in thousands)

​

Banking

​

Banking

​

Finance

​

Other

​

Eliminations

​

Consolidated

Interest income

​

$

82,035

​

$

1,974

​

$

36,411

​

$

—

​

$

653

​

$

121,073

​

Interest expense

​

​

30,750

​

​

—

​

​

—

​

​

3,350

​

​

—

​

​

34,100

​

Net interest income before allocation

​

​

51,285

​

​

1,974

​

​

36,411

​

​

(3,350)

​

​

653

​

​

86,973

​

Net interest allocation1

​

17,524

​

​

(890)

​

(16,634)

​

—

​

—

​

—

​

Net interest income

​

68,809

​

1,084

​

19,777

​

(3,350)

​

653

​

86,973

​

Gain on sales of loans

​

​

—

​

​

6,990

​

​

—

​

​

—

​

​

(644)

​

​

6,346

​

Other noninterest income

​

​

14,756

​

​

5,394

​

​

449

​

​

1,547

​

​

(130)

​

​

22,016

​

Net revenue

​

83,565

​

13,468

​

20,226

​

(1,803)

​

(121)

​

115,335

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Provision for credit losses

​

450

​

—

​

​

8,550

​

​

—

​

​

—

​

9,000

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Salaries and employee benefits

​

​

31,019

​

​

6,245

​

​

6,067

​

​

2,285

​

​

—

​

​

45,616

​

Occupancy expense

​

​

5,872

​

​

716

​

​

445

​

​

—

​

​

—

​

​

7,033

​

Data processing

​

​

7,752

​

​

1,197

​

​

1,021

​

​

29

​

​

—

​

​

9,999

​

Professional fees

​

​

1,825

​

​

142

​

​

479

​

​

199

​

​

—

​

​

2,645

​

Insurance expense

​

​

1,179

​

​

78

​

​

94

​

​

—

​

​

—

​

​

1,351

​

Marketing and advertising expenses

​

​

1,361

​

​

400

​

​

29

​

​

—

​

​

—

​

​

1,790

​

Loan processing and collection expenses

​

​

188

​

​

1,227

​

​

1,223

​

​

—

​

​

—

​

​

2,638

​

Provision for indemnifications

​

​

—

​

​

(95)

​

​

—

​

​

—

​

​

—

​

​

(95)

​

Other segment items2

​

​

3,955

​

​

550

​

​

1,262

​

​

257

​

​

(58)

​

​

5,966

​

Total noninterest expense

​

​

53,151

​

​

10,460

​

​

10,620

​

​

2,770

​

​

(58)

​

​

76,943

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Income (loss) before taxes

​

29,964

​

​

3,008

​

1,056

​

(4,573)

​

(63)

​

29,392

​

Income tax expense (benefit)

​

5,767

​

772

​

​

296

​

​

(1,106)

​

(14)

​

5,715

​

Net income (loss)

​

$

24,197

​

$

2,236

​

$

760

​

$

(3,467)

​

$

(49)

​

$

23,677

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Other data:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Capital expenditures

​

$

5,568

​

$

95

​

$

20

​

$

—

​

$

—

​

$

5,683

​

Depreciation and amortization

​

​

2,525

​

​

112

​

​

233

​

​

—

​

​

—

​

​

2,870

​

​

1 Interest expense is allocated to the mortgage banking and consumer finance segments through borrowings from the community banking segment.

2 Other segment items for each reportable segment include:

a. Community banking – licenses and other taxes expense, travel and education expense, telecommunications expense, other real estate owned losses and expense, net periodic pension cost, office supplies, and certain overhead expenses.

b. Mortgage banking – licenses and other taxes expense, travel and education expense, telecommunications expense, office supplies, and certain overhead expenses.

c. Consumer finance – licenses and other taxes expense, travel and education expense, telecommunications expense, payment processing expense, office supplies, and certain overhead expenses.

​

​

35

Table of Contents

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Nine Months Ended September 30, 2025

​

​ ​ ​

Community

​ ​ ​

Mortgage

​ ​ ​

Consumer

​ ​ ​

​

​

​ ​ ​

​

​

​ ​ ​

​

​

(Dollars in thousands)

​

Banking

​

Banking

​

Finance

​

Other

​

Eliminations

​

Consolidated

Interest income

​

$

73,372

​

$

1,696

​

$

36,671

​

$

—

​

$

439

​

$

112,178

​

Interest expense

​

31,022

​

​

—

​

—

​

2,464

​

—

​

33,486

​

Net interest income before allocation

​

​

42,350

​

​

1,696

​

​

36,671

​

​

(2,464)

​

​

439

​

​

78,692

​

Net interest allocation1

​

​

17,944

​

​

(733)

​

​

(17,211)

​

​

—

​

​

—

​

​

—

​

Net interest income

​

60,294

​

963

​

19,460

​

(2,464)

​

439

​

78,692

​

Gain on sales of loans

​

​

—

​

​

6,632

​

​

—

​

​

—

​

​

(431)

​

​

6,201

​

Other noninterest income

​

​

13,038

​

​

4,382

​

​

475

​

​

2,321

​

​

(152)

​

​

20,064

​

Net revenue

​

73,332

​

11,977

​

19,935

​

(143)

​

(144)

​

104,957

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Provision for credit losses

​

(300)

​

—

​

​

8,300

​

​

—

​

​

—

​

8,000

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Salaries and employee benefits

​

​

28,203

​

​

5,662

​

​

5,929

​

​

2,955

​

​

—

​

​

42,749

​

Occupancy expense

​

​

5,377

​

​

725

​

​

435

​

​

—

​

​

—

​

​

6,537

​

Data processing

​

​

7,007

​

​

908

​

​

938

​

​

28

​

​

—

​

​

8,881

​

Professional fees

​

​

2,046

​

​

176

​

​

394

​

​

207

​

​

—

​

​

2,823

​

Insurance expense

​

​

1,111

​

​

82

​

​

113

​

​

—

​

​

—

​

​

1,306

​

Marketing and advertising expenses

​

​

1,295

​

​

417

​

​

26

​

​

—

​

​

—

​

​

1,738

​

Loan processing and collection expenses

​

​

114

​

​

892

​

​

1,253

​

​

—

​

​

—

​

​

2,259

​

Provision for indemnifications

​

​

—

​

​

(135)

​

​

—

​

​

—

​

​

—

​

​

(135)

​

Other segment items2

​

​

3,944

​

​

502

​

​

1,169

​

​

253

​

​

(47)

​

​

5,821

​

Total noninterest expense

​

​

49,097

​

​

9,229

​

​

10,257

​

​

3,443

​

​

(47)

​

​

71,979

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Income (loss) before taxes

​

24,535

​

2,748

​

1,378

​

(3,586)

​

(97)

​

24,978

​

Income tax expense (benefit)

​

4,596

​

691

​

​

382

​

​

(945)

​

(21)

​

4,703

​

Net income (loss)

​

$

19,939

​

$

2,057

​

$

996

​

$

(2,641)

​

$

(76)

​

$

20,275

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Other data:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Capital expenditures

​

$

1,416

​

$

157

​

$

—

​

$

—

​

$

—

​

$

1,573

​

Depreciation and amortization

​

​

2,604

​

​

110

​

​

238

​

​

—

​

​

—

​

​

2,952

​

​

1 Interest expense is allocated to the mortgage banking and consumer finance segments through borrowings from the community banking segment.

2 Other segment items for each reportable segment include:

a. Community banking – licenses and other taxes expense, travel and education expense, telecommunications expense, other real estate owned losses and expense, net periodic pension cost, office supplies, and certain overhead expenses.

b. Mortgage banking – licenses and other taxes expense, travel and education expense, telecommunications expense, office supplies, and certain overhead expenses.

c. Consumer finance – licenses and other taxes expense, travel and education expense, telecommunications expense, payment processing expense, office supplies, and certain overhead expenses.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Community

​ ​ ​

Mortgage

​ ​ ​

Consumer

​ ​ ​

​

​

​ ​ ​

​

​

​ ​ ​

​

​

​

(Dollars in thousands)

​

Banking

​

Banking

​

Finance

​

Other

​

Eliminations

​

Consolidated

​

At September 30, 2026:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total assets

​

$

2,686,725

​

$

39,744

​

$

458,476

​

$

40,359

​

$

(414,116)

​

$

2,811,188

​

Total loans held for investment, net

​

​

1,669,644

​

​

—

​

​

429,639

​

​

—

​

​

5,647

​

​

2,104,930

​

Total loans held for sale

​

​

—

​

​

32,458

​

​

—

​

​

—

​

​

(5,701)

​

​

26,757

​

Total deposits

​

​

2,379,752

​

​

—

​

​

—

​

​

—

​

​

(23,672)

​

​

2,356,080

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

At December 31, 2025:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total assets

​

$

2,651,694

​

$

51,275

​

$

469,942

​

$

31,218

​

$

(435,635)

​

$

2,768,494

​

Total loans held for investment, net

​

​

1,569,530

​

​

—

​

​

442,016

​

​

—

​

​

3,353

​

​

2,014,899

​

Total loans held for sale

​

​

—

​

​

44,286

​

​

—

​

​

—

​

​

(3,375)

​

​

40,911

​

Total deposits

​

​

2,359,650

​

​

—

​

​

—

​

​

—

​

​

(13,927)

​

​

2,345,723

​

​

36

Table of Contents

​

NOTE 12: Commitments and Contingent Liabilities

​

The Corporation enters into commitments to extend credit in the normal course of business to meet the financing needs of its customers, including loan commitments and standby letters of credit. These instruments involve elements of credit and interest rate risk in excess of the amounts recorded on the Consolidated Balance Sheets. The Corporation’s exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and standby letters of credit written is represented by the contractual amount of these instruments. The Corporation uses the same credit policies in making commitments and conditional obligations as it does for on-balance-sheet instruments.  Collateral is obtained based on management’s credit assessment of the customer.

​

Loan commitments are agreements to extend credit to a customer provided that there are no violations of the terms of the contract prior to funding. Commitments have fixed expiration dates or other termination clauses and may require payment of a fee by the customer. Because many of the commitments may expire without being completely drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The Bank evaluates each customer’s creditworthiness on a case-by-case basis. The amount of loan commitments at the Bank was $445.77 million at September 30, 2026 and $443.28 million at December 31, 2025, which does not include IRLCs at the mortgage banking segment, which are discussed in Note 13. Off balance sheet credit exposures, including loan commitments, are not recorded on balance sheet, but expected credit losses arising from off balance sheet credit exposures are recorded as a reserve for unfunded commitments and reported in Other Liabilities. The following table presents the Corporation’s reserve for unfunded commitments for the periods indicated.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

Nine Months Ended September 30,

(Dollars in thousands)

​ ​ ​

2026

​

2025

​ ​ ​

2026

​

2025

Balance at the beginning of period

​

$

1,750

​

$

1,750

​

$

1,600

​

$

1,800

Provision charged to operations

​

(100)

​

(100)

​

50

​

(150)

Total

​

$

1,650

​

$

1,650

​

$

1,650

​

$

1,650

​

Standby letters of credit are written conditional commitments issued by the Bank to guarantee the performance of a customer to a third party. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loans to customers. The total contract amount of standby letters of credit, whose contract amounts represent credit risk, was $16.62 million at September 30, 2026 and $22.21 million at December 31, 2025.

​

The mortgage banking segment sells the majority of the residential mortgage loans it originates to third-party investors. Additionally, the community banking segment purchases residential mortgage loans from the mortgage banking segment under terms and conditions similar to third-party investors. As is customary in the industry, the agreements with these investors require the mortgage banking segment to extend representations and warranties with respect to program compliance, borrower misrepresentation, fraud, and early payment performance. Under the agreements, the investors are entitled to make loss claims and repurchase requests of the mortgage banking segment for loans that contain covered deficiencies. The mortgage banking segment has obtained early payment default recourse waivers for a portion of its business. Recourse periods for early payment default for the remaining investors vary from 90 days up to one year. Recourse periods for borrower misrepresentation or fraud or underwriting error do not have a stated time limit. The mortgage banking segment maintains an allowance for indemnifications that represents management’s estimate of losses that are probable of arising under these recourse provisions. As performance data for loans that have been sold is not made available to the mortgage banking segment by the investors, the estimate of potential losses is inherently subjective and is based on historical indemnification payments and management’s assessment of current conditions that may contribute to indemnified losses on mortgage loans that have been sold in the secondary market.  For the three and nine months ended September 30, 2026, the Corporation recorded net reversals of provision for indemnifications of $35,000 and $95,000, respectively, compared to net reversals of provision for indemnifications of $75,000 and $135,000 for the three and nine months ended September 30, 2025, respectively, which is included in “Noninterest Expenses – Other” on the Consolidated Statements of Income. No indemnification payments were made during the three and nine months ended September 30, 2026 and 2025. The allowance for indemnifications was $1.06 million and $1.16 million at September 30, 2026 and December 31, 2025, respectively.

37

Table of Contents

​

NOTE 13: Derivative Financial Instruments

​

The Corporation uses derivative financial instruments primarily to manage risks to the Corporation associated with changing interest rates, and to assist customers with their risk management objectives. The Corporation recognizes derivative financial instruments at fair value as either an other asset or other liability in the Consolidated Balance Sheets. The Corporation’s derivative financial instruments include (1) interest rate swaps that qualify and are designated as cash flow hedges on the Corporation’s trust preferred capital notes, (2) interest rate swaps with certain qualifying commercial loan customers and dealer counterparties and (3) interest rate contracts arising from mortgage banking activities, including IRLCs on mortgage loans. The gain or loss on the Corporation’s cash flow hedges is reported as a component of other comprehensive income (loss), net of deferred income taxes, and reclassified into earnings in the same period(s) during which the hedged transactions affect earnings. IRLCs and interest rate swaps with loan customers and dealer counterparties are not designated as hedging instruments and therefore changes in the fair value of these instruments are reported as noninterest income.

​

Cash flow hedges.  The Corporation designates interest rate swaps as cash flow hedges when they are used to manage exposure to variability in cash flows on variable rate borrowings such as the Corporation’s trust preferred capital notes. These interest rate swaps are derivative financial instruments that manage the risk of variability in cash flows by exchanging variable-rate interest payments on a notional amount of the Corporation’s borrowings for fixed-rate interest payments.  Interest rate swaps designated as cash flow hedges are expected to be highly effective in offsetting the effect of changes in interest rates on the amount of variable-rate interest payments, and the Corporation assesses the effectiveness of each hedging relationship quarterly. If the Corporation determines that a cash flow hedge is no longer highly effective, future changes in the fair value of the hedging instrument would be reported in earnings. As of September 30, 2026, the Corporation has designated cash flow hedges to manage its exposure to variability in cash flows on certain variable rate borrowings for periods through June 2029.

All interest rate swaps were entered into with counterparties that met the Corporation’s credit standards and the agreements contain collateral provisions protecting the at-risk party. The Corporation believes that the credit risk inherent in these derivative contracts is not significant.

​

These cash flow hedges are reported at fair value in “other assets” in the Consolidated Balance Sheets. Unrealized gains or losses recorded in other comprehensive income (loss) related to cash flow hedges are reclassified into earnings in the same period(s) during which the hedged interest payments affect earnings. When a designated hedging instrument is terminated and the hedged interest payments remain probable of occurring, any remaining unrecognized gain or loss in other comprehensive income (loss) is reclassified into earnings in the period(s) during which the forecasted interest payments affect earnings.  Amounts reclassified into earnings and interest receivable or payable under designated interest rate swaps are reported in interest expense.  The Corporation does not expect any unrealized losses related to cash flow hedges to be reclassified into earnings in the next twelve months. Refer to Note 7 for additional information on amounts reclassified into net income related to these cash flow hedges.

​

Loan swaps.  The Bank also enters into interest rate swaps with certain qualifying commercial loan customers to meet their interest rate risk management needs. The Bank simultaneously enters into interest rate swaps with dealer counterparties, with identical notional amounts and offsetting terms. The net result of these interest rate swaps is that the customer pays a fixed rate of interest and the Corporation receives a floating rate. These back-to-back loan swaps are derivative financial instruments and are reported at fair value in “other assets” and “other liabilities” in the Consolidated Balance Sheets.  Changes in the fair value of loan swaps are recorded in other noninterest income and sum to zero because of the offsetting terms of swaps with borrowers and swaps with dealer counterparties.

​

Mortgage banking.  The mortgage banking segment enters into IRLCs with customers to originate loans for which the interest rates are determined (or “locked”) prior to funding. The mortgage banking segment is exposed to interest rate risk through fixed-rate IRLCs and mortgage loans from the time that interest rates are locked until the loans are sold in the secondary market. The mortgage banking segment mitigates this interest rate risk by entering into forward sales contracts with investors, which at times includes the community banking segment, at the time that interest rates are locked for mortgage loans to be delivered on a best efforts basis. IRLCs are derivative financial instruments and are reported at fair value in other assets and other liabilities in the Consolidated Balance Sheets, along with the changes in fair value of the

38

Table of Contents

​

related forward sales of loans.  Changes in the fair value of mortgage banking derivatives are recorded as a component of gains on sales of loans.

​

At September 30, 2026, the mortgage banking segment had $57.74 million of IRLCs and $26.76 million of unpaid principal on mortgage loans held for sale for which it managed interest rate risk using best-efforts forward sales contracts for $84.50 million in mortgage loans.  

​

At December 31, 2025, the mortgage banking segment had $44.64 million of IRLCs and $40.91 million of unpaid principal on mortgage loans held for sale for which it managed interest rate risk using best-efforts forward sales contracts for $85.55 million in mortgage loans.  

​

The following tables summarize key elements of the Corporation’s derivative instruments.

​

​	​	​	​	​	​	​	​	​	​	​	​
​	​	September 30, 2026
​	​ ​ ​	Notional		​ ​ ​	​		​ ​ ​	​		​ ​ ​
(Dollars in thousands)	​	Amount		​	Assets		​	Liabilities		​
Cash flow hedges:	​	​	​	​	​	​	​	​	​	​	​
Interest rate swap contracts	​	$	20,000	​	$	970	​	$	—	​	​
Not designated as hedges:	​		​	​		​	​		​	​	​
Customer-related interest rate swap contracts:	​		​	​		​	​		​	​	​
Matched interest rate swaps with borrower	​		62,891	​		—	​		4,084	​	​
Matched interest rate swaps with counterparty	​	​	62,891	​	​	4,084	​	​	—	​	​
Mortgage banking contracts:	​	​	​	​	​	​	​	​	​	​	​
IRLCs	​	​	57,742	​	​	688	​	​	—	​	​

​

​	​	​	​	​	​	​	​	​	​	​	​
​	​	December 31, 2025									​
​	​ ​ ​	Notional		​ ​ ​	​		​ ​ ​	​		​ ​ ​	​
(Dollars in thousands)	​	Amount		​	Assets		​	Liabilities		​	​
Cash flow hedges:	​	​	​	​	​	​	​	​	​	​	​
Interest rate swap contracts	​	$	25,000	​	$	598	​	$	208	​	​
Not designated as hedges:	​	​	​	​		​	​		​	​	​
Customer-related interest rate swap contracts:	​		​	​		​	​		​	​	​
Matched interest rate swaps with borrower	​		83,462	​		224	​		2,279	​	​
Matched interest rate swaps with counterparty	​	​	83,462	​	​	2,279	​	​	224	​	​
Mortgage banking contracts:	​	​	​	​	​	​	​	​	​	​	​
IRLCs	​	​	44,642	​	​	574	​	​	—	​	​

​

​

​

​

​

​

The Corporation and the Bank are required to maintain cash collateral with dealer counterparties for interest rate swap relationships in a loss position.  At both September 30, 2026 and December 31, 2025, there was no cash collateral maintained with dealer counterparties.  

​

39

Table of Contents

​

NOTE 14: Other Noninterest Expenses

​

The following table presents the significant components in the Consolidated Statements of Income line “Noninterest Expenses-Other.”

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​ ​ ​

​

Nine Months Ended September 30,

(Dollars in thousands)

​ ​ ​

2026

​ ​ ​

2025

​

​

2026

​ ​ ​

2025

Licenses and taxes expense

​

$

391

​

$

284

​

​

$

1,170

​

$

884

Travel and educational expenses

​

​

363

​

​

312

​

​

​

1,044

​

​

883

Telecommunication expenses

​

​

315

​

​

313

​

​

​

884

​

​

1,011

Postage and courier expenses

​

​

293

​

​

264

​

​

​

875

​

​

812

Other components of net periodic pension cost

​

​

(193)

​

​

(150)

​

​

​

(579)

​

​

(451)

Provision for indemnifications

​

​

(35)

​

​

(75)

​

​

​

(95)

​

​

(135)

All other noninterest expenses

​

835

​

860

​

​

2,572

​

2,682

Total

​

$

1,969

​

$

1,808

​

​

$

5,871

​

$

5,686

​

​

​

​

​

​

40

Table of Contents

​

​

​

ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

​

The following discussion supplements and provides information about the major components of the results of operations, financial condition, liquidity and capital resources of the Corporation. This discussion and analysis should be read in conjunction with the accompanying consolidated financial statements. In addition to current and historical information, the following discussion and analysis contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to our future business, financial condition or results of operations. For a description of certain factors that may have a significant impact on our future business, financial condition or results of operations, see “Cautionary Statement About Forward-Looking Statements” at the end of this discussion and analysis.

​

OVERVIEW

​

Our primary financial goals are to maximize the Corporation’s earnings and to deploy capital in profitable growth initiatives that will enhance long-term shareholder value. We track three primary financial performance measures in order to assess the level of success in achieving these goals: (1) return on average assets (ROA), (2) return on average equity (ROE), and (3) growth in earnings.  In addition to these financial performance measures, we track the performance of the Corporation’s three business segments: community banking, mortgage banking, and consumer finance.  We balance these financial measures with acceptable levels of interest rate risk, while satisfying liquidity and capital requirements and monitoring asset quality.  We also actively manage our capital through growth, dividends and share repurchases, while considering the need to maintain a strong capital position. The following table presents selected financial performance highlights for the periods indicated:

​

TABLE 1: Financial Performance Highlights

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

(Dollars in thousands, except for per share data)

​

Three Months Ended September 30,

​

​

Nine Months Ended September 30,

​

​

​ ​ ​

2026

​

2025

​

​

2026

​

2025

​

Net Income (Loss):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Community Banking

​

$

8,914

​

$

7,378

​

​

$

24,197

​

$

19,939

​

Mortgage Banking

​

​

266

​

​

641

​

​

​

2,236

​

​

2,057

​

Consumer Finance

​

​

303

​

​

231

​

​

​

760

​

​

996

​

Other

​

​

(1,226)

​

​

(1,137)

​

​

​

(3,516)

​

​

(2,717)

​

Consolidated net income

​

$

8,257

​

$

7,113

​

​

$

23,677

​

$

20,275

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Adjusted net income1

​

$

8,257

​

$

7,113

​

​

$

22,934

​

$

20,275

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Earnings per share - basic and diluted

​

$

2.55

​

$

2.18

​

​

$

7.26

​

$

6.22

​

Adjusted earnings per share - basic and diluted1

​

$

2.55

​

$

2.18

​

​

$

7.03

​

$

6.22

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Annualized ROA

​

​

1.18

%

​

1.06

%

​

​

1.13

%

​

1.02

%

Annualized adjusted ROA1

​

​

1.18

%

​

1.06

%

​

​

1.09

%

​

1.02

%

Annualized ROE

​

​

11.86

%

​

11.60

%

​

​

11.60

%

​

11.36

%

Annualized adjusted ROE1

​

​

11.86

%

​

11.60

%

​

​

11.24

%

​

11.36

%

Annualized return on average tangible common equity (ROTCE)1

​

​

13.18

%

​

13.07

%

​

​

12.86

%

​

12.84

%

Annualized adjusted ROTCE1

​

​

13.18

%

​

13.07

%

​

​

12.45

%

​

12.84

%

¹ Refer to “Use of Certain Non-GAAP Financial Measures,” below, for information about these non-GAAP financial measures, including a quantitative reconciliation to the most directly comparable financial measures calculated in accordance with GAAP.

​

Consolidated net income increased $1.1 million for the third quarter of 2026 compared to the same period in 2025 due primarily to higher net income at the community banking segment, partially offset by lower net income at the mortgage banking segment. Consolidated net income increased $3.4 million for the first nine months of 2026 compared to the same period in 2025 due primarily to higher net income at the community banking segment, partially offset by lower net income

41

Table of Contents

​

at the standalone Corporation, included in “Other” in the table above. A discussion of the performance of our business segments is included under the heading “Business Segments” in the “Results of Operations” section of this discussion and analysis.

​

Included in net income for the first nine months of 2026 were the effects of the sale of an equity interest in Bearing Insurance Group, LLC (the Bearing equity interest), resulting in an after-tax gain of $6.4 million, and a strategic restructuring of a portion of the Corporation’s securities portfolio (the Portfolio Restructuring), which resulted in an after-tax loss of $5.6 million.  No such effects impacted the Corporation’s financial results for the three months ended September 30, 2026 or the three and nine months ended September 30, 2025. Excluding the effects of these items, adjusted net income was $22.9 million, or $7.03 per share, for the first nine months of 2026 compared to $20.3 million, or $6.22 per share, for the first nine months of 2025.

​

The Corporation uses non-GAAP measures of financial performance, including adjusted net income, adjusted earnings per share, annualized adjusted ROA, annualized adjusted ROE, annualized ROTCE, annualized adjusted ROTCE, annualized adjusted ROA, net tangible income attributable to the Corporation, ROTCE, tangible book value per share, and the following fully-taxable equivalent (FTE) measures: interest and fees on loans-FTE, interest and dividends on securities-FTE, total interest income-FTE, net interest income-FTE and net interest margin-FTE, to provide meaningful information about operating performance by excluding the effects of certain items that management does not expect to have an ongoing impact on consolidated net income. Each of the non-GAAP measures listed in the prior sentence, for the nine months ended September 30, 2026, excludes the effects of the sale of the Bearing equity interest and the Portfolio Restructuring. For further information regarding non-GAAP measures, including the impact of the above items on each year, refer to “Use of Certain Non-GAAP Financial Measures” and the accompanying disclosure below within this Item 2.

​

Key factors affecting comparison for the third quarter and first nine months of 2026 are as follows.

​

● Community banking segment loans grew $102.8 million, or 8.6 percent annualized, compared to December 31, 2025;

● Consumer finance segment loans decreased $12.8 million, or 3.7 percent annualized, compared to December 31, 2025;

● Deposits increased $10.4 million, or 1.0 percent annualized, compared to December 31, 2025;

● Consolidated annualized net interest margin was 4.53 percent for the third quarter of 2026 compared to 4.24 percent for the third quarter of 2025 and 4.41 percent for the second quarter of 2026;

● The consumer finance segment experienced net charge-offs at an annualized rate of 2.63 percent and 2.61 percent of average total loans for the third quarter and first nine months of 2026, respectively, compared to 2.68 percent and 2.51 percent for the same periods of 2025 and 2.21 percent for the second quarter of 2026;

● Mortgage banking segment loan originations increased $5.7 million, or 3.4 percent, to $172.8 million and increased $91.8 million, or 18.6 percent, to $586.1 million for the third quarter and first nine months of 2026 compared to the same periods of 2025;

● During the first nine months of 2026, the community banking segment sold its Bearing equity interest, resulting in a pre-tax gain of $8.3 million. Following the sale, the community banking segment executed the Portfolio Restructuring, resulting in a pre-tax loss of $7.1 million. The community banking segment sold securities with a book value of $72.6 million and purchased approximately $67.8 million of securities; and

● The Corporation expanded into the Lynchburg, Virginia market with the hiring of an experienced lender in the third quarter of 2026.

​

Capital Management and Dividends

​

Under regulatory capital standards, the Corporation’s tier 1 risk-based capital and total risk-based capital ratios at September 30, 2026 were 12.7 percent and 15.7 percent, respectively, compared to 12.2 percent and 15.2 percent, respectively, at December 31, 2025. At September 30, 2026, the book value per share of the Corporation’s common stock was $82.66 and tangible book value per share, which is a non-GAAP financial measure, was $74.66, compared to $80.64 and $72.60, respectively, at December 31, 2025.  

​

42

Table of Contents

​

Total consolidated equity increased $7.0 million to $269.3 million at September 30, 2026 compared to $262.3 million at December 31, 2025 due primarily to net income, partially offset by higher unrealized losses in the market value of securities available for sale, which are recognized as a component of other comprehensive income, and by dividends paid on the Corporation’s common stock. The Corporation’s securities available for sale are fixed income debt securities and their net unrealized loss position is a result of increased market interest rates since they were purchased. The Corporation expects to recover its investments in debt securities through scheduled payments of principal and interest. Unrealized losses are not expected to affect the earnings or regulatory capital of the Corporation or C&F Bank. The accumulated other comprehensive loss related to the Corporation’s securities available for sale, net of deferred income taxes, increased to $23.2 million at September 30, 2026 compared to $10.2 million at December 31, 2025 due primarily to an increase in debt security market interest rates.

​

The Corporation’s Board of Directors declared a quarterly cash dividend of 48 cents per share during the third quarter of 2026, which was paid on October 1, 2026. This dividend represents a payout ratio of 18.8 percent of earnings per share for the third quarter of 2026. The Corporation continually reviews the amount of cash dividends per share and the resulting dividend payout ratio in light of changes in economic conditions, current and future capital levels and requirements and expected future earnings. In making its decision on the payment of dividends on the Corporation’s common stock, the Corporation’s Board of Directors considers operating results, financial condition, capital adequacy, regulatory requirements, shareholder returns, growth expectations and other factors.

​

The Corporation has a share repurchase program, effective January 1, 2026 through December 31, 2026, that was authorized by the Board of Directors to repurchase up to $5.0 million of the Corporation’s common stock (the 2026 Repurchase Program).  During the third quarter and first nine months of 2026, the Corporation repurchased 3 and 8,377 shares, or less than $1,000 and $622,000, respectively, of its common stock under the 2026 Repurchase Program.

​

CRITICAL ACCOUNTING ESTIMATES

​

The preparation of financial statements requires us to make estimates and assumptions. Those accounting policies with the greatest uncertainty and that require management’s most difficult, subjective or complex judgments affecting the application of these policies, and the greatest likelihood that materially different amounts would be reported under different conditions, or using different assumptions, are described below.

​

Allowance for Credit Losses: We establish the allowance for credit losses through charges to earnings in the form of a provision for credit losses. Loan losses are charged against the allowance for credit losses for the difference between the carrying value of the loan and the estimated net realizable value or fair value of the collateral, if collateral dependent, when management believes that the collectability of the principal is unlikely. Subsequent recoveries, if any, are credited to the allowance. The allowance represents management’s current estimate of expected credit losses over the contractual term of loans held for investment, and is recorded at an amount that, in management’s judgment, reduces the recorded investment in loans to the net amount expected to be collected.

​

Management’s judgment in determining the level of the allowance is based on evaluations of historical loan losses, current conditions and reasonable and supportable forecasts relevant to the collectability of loans. The measurement of the allowance for credit losses on commercial and consumer loans is based in part on the twelve-month forecast of the national unemployment rate, which we believe to be indicative of risk factors related to the collectability of commercial and consumer loans. Forecasts of the national unemployment rate are derived from the Federal Open Market Committee of the Federal Reserve Board. For periods beyond those for which reasonable and supportable forecasts are available, projections are based on a reversion of the national unemployment rate from the last forecast to a historical average level over the following six months. In addition, management’s estimate of expected credit losses is based on the remaining life of loans held for investment, which is affected in part by changes in expected prepayment behavior and in the nature and volume of the loan portfolio. Management also assesses the risk of credit losses arising from external factors, such as changes in general market, economic and business conditions and the value of underlying collateral, to make qualitative adjustments in determining the recorded balance of the allowance for credit losses. This evaluation is inherently subjective because it requires estimates that are susceptible to significant revision as more information becomes available. These factors outside of the Corporation’s control are difficult to predict and can have significant impacts on the level of allowance that is

43

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​

required, which can be different than the level recorded based on the then-existing loan portfolio, unemployment rate forecast and other external factors that were used in the qualitative adjustments at that time.

​

In evaluating the level of the allowance, we consider a range of possible assumptions and outcomes related to the various factors identified above. The level of the allowance is particularly sensitive to changes in the actual and forecasted national unemployment rate during the twelve-month forecast period and changes in current conditions or reasonably expected future conditions affecting the collectability of loans. Given the relationship between external variables used in the forecast and the qualitative adjustments made based on the assessment of available information relevant to assessing collectability that is not captured in the forecast, it is difficult to estimate the impact of a change in any one individual variable on the allowance for credit losses. The impact of a change in an assumption or input may be amplified by or partially offset by the impact of a change in another assumption or input.

​

For further information concerning accounting policies, refer to Item 8. “Financial Statements and Supplementary Data,” under the heading “Note 1: Summary of Significant Accounting Policies” in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2025.

​

44

Table of Contents

​

RESULTS OF OPERATIONS

​

NET INTEREST INCOME

​

The following table shows the average balance sheets, the amounts of interest earned on earning assets, with related yields, and interest expense on interest-bearing liabilities, with related rates, for the three and nine months ended September 30, 2026 and 2025. Interest on tax-exempt loans and securities is presented on a taxable-equivalent basis (which converts the income on loans and investments for which no income taxes are paid to the equivalent yield as if income taxes were paid) using the federal corporate income tax rate of 21 percent that was applicable for all periods presented. Average balances of securities available for sale are included at amortized cost. Loans include loans held for sale. Loans placed on a nonaccrual status are included in the balances and are included in the computation of yields, but had no material effect for all periods presented.

​

TABLE 2: Average Balances, Income and Expense, Yields and Rates

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

​

​ ​

2026

​ ​ ​

2025

​ ​ ​

​

​

Average

​ ​ ​

Income/

​ ​ ​

Yield/

​

Average

​ ​ ​

Income/

​ ​ ​

Yield/

​

(Dollars in thousands)

​

Balance

​ ​

Expense

​ ​

Rate

​

Balance

​ ​

Expense

​ ​

Rate

​

Assets

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loans:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Community banking segment

​

$

1,671,177

​

$

24,018

​

5.70

%

$

1,538,149

​

$

21,706

​

5.60

%

Mortgage banking segment

​

​

37,526

​

​

615

​

6.50

​

​

37,596

​

​

625

​

6.60

​

Consumer finance segment

​

​

453,770

​

​

12,107

​

10.59

​

​

463,761

​

​

12,404

10.61

​

Total loans

​

2,162,473

​

36,740

6.74

​

2,039,506

​

34,735

6.76

​

Securities - available for sale:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Taxable

​

​

349,838

​

​

3,442

3.94

​

​

338,354

​

​

2,391

​

2.82

​

Tax-exempt

​

126,802

​

1,480

4.67

​

122,605

​

1,256

4.10

​

Total securities - available for sale

​

476,640

​

4,922

4.13

​

460,959

​

3,647

3.16

​

Interest-bearing deposits in other banks

​

38,104

​

272

2.83

​

74,629

​

​

719

​

3.83

​

Total earning assets

​

2,677,217

​

41,934

6.22

​

2,575,094

​

39,101

6.03

​

Allowance for credit losses

​

(40,283)

​

​

​

​

​

​

(40,389)

​

​

​

​

​

​

Total non-earning assets

​

167,386

​

​

​

​

​

​

156,558

​

​

​

​

​

​

Total assets

​

$

2,804,320

​

​

​

​

​

​

$

2,691,263

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Liabilities and Equity

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Interest-bearing deposits:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Interest-bearing demand deposits

​

$

333,619

​

​

538

​

0.64

%

$

312,095

​

​

448

0.57

%

Savings and money market deposit accounts

​

553,500

​

1,722

​

1.23

​

545,055

​

1,778

1.29

​

Time deposits

​

923,258

​

7,617

​

3.27

​

865,439

​

7,725

3.54

​

Total interest-bearing deposits

​

1,810,377

​

9,877

2.16

​

1,722,589

​

9,951

2.29

​

Borrowings:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

FHLB advances

​

​

29,293

​

​

322

​

4.30

​

​

40,000

​

​

450

​

4.40

​

Subordinated notes

​

​

65,516

​

​

1,139

​

6.93

​

​

65,480

​

​

1,112

​

6.77

​

Other borrowings

​

​

8,501

​

​

64

​

2.99

​

​

19,832

​

96

1.92

​

Total borrowings

​

103,310

​

1,525

5.86

​

125,312

​

1,658

5.30

​

Total interest-bearing liabilities

​

1,913,687

​

11,402

2.36

​

1,847,901

​

11,609

2.50

​

Noninterest-bearing demand deposits

​

566,391

​

​

​

​

​

​

555,090

​

​

​

​

​

​

Other liabilities

​

45,802

​

​

​

​

​

​

43,054

​

​

​

​

​

​

Total liabilities

​

2,525,880

​

​

​

​

​

​

2,446,045

​

​

​

​

​

​

Equity

​

278,440

​

​

​

​

​

​

245,218

​

​

​

​

​

​

Total liabilities and equity

​

$

2,804,320

​

​

​

​

​

​

$

2,691,263

​

​

​

​

​

​

Net interest income

​

​

​

​

$

30,532

​

​

​

​

​

​

$

27,492

​

​

​

Interest rate spread

​

​

​

​

​

​

3.86

%

​

​

​

​

​

3.53

%

Interest expense to average earning assets

​

​

​

​

​

​

1.69

%

​

​

​

​

​

1.79

%

Net interest margin (FTE)

​

​

​

​

​

​

4.53

%

​

​

​

​

​

4.24

%

​

​

​

​

45

Table of Contents

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Nine Months Ended September 30,

​

​

​ ​

2026

​ ​ ​

2025

​ ​ ​

​

​

Average

​ ​ ​

Income/

​ ​ ​

Yield/

​

Average

​ ​ ​

Income/

​ ​ ​

Yield/

​

(Dollars in thousands)

​

Balance

​ ​

Expense

​ ​

Rate

​

Balance

​ ​

Expense

​ ​

Rate

​

Assets

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Loans:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Community banking segment

​

$

1,635,395

​

$

68,856

​

5.63

%

$

1,501,919

​

$

62,562

​

5.57

%

Mortgage banking segment

​

​

43,376

​

​

1,974

​

6.08

​

​

34,898

​

​

1,696

​

6.50

​

Consumer finance segment

​

459,213

​

​

36,410

​

10.60

​

464,487

​

​

36,671

10.56

​

Total loans

​

​

2,137,984

​

107,240

6.71

​

​

2,001,304

​

​

100,929

​

6.74

​

Securities - available for sale:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Taxable

​

​

347,044

​

​

9,190

3.53

​

​

339,938

​

​

6,909

​

2.71

​

Tax-exempt

​

128,645

​

4,291

4.45

​

120,653

​

3,614

3.99

​

Total securities - available for sale

​

475,689

​

13,481

3.78

​

460,591

​

10,523

3.05

​

Interest-bearing deposits in other banks

​

59,536

​

1,394

3.13

​

59,633

​

​

1,634

​

3.66

​

Total earning assets

​

2,673,209

​

122,115

6.11

​

2,521,528

​

113,086

5.99

​

Allowance for credit losses

​

(40,351)

​

​

​

​

​

​

(40,759)

​

​

​

​

​

​

Total non-earning assets

​

166,741

​

​

​

​

​

​

156,147

​

​

​

​

​

​

Total assets

​

$

2,799,599

​

​

​

​

​

​

$

2,636,916

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Liabilities and Equity

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Interest-bearing deposits:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Interest-bearing demand deposits

​

$

341,931

​

$

1,710

​

0.67

%

$

319,039

​

$

1,524

0.64

%

Savings and money market deposit accounts

​

​

552,664

​

​

5,053

​

1.22

​

​

519,113

​

​

4,513

​

1.16

​

Time deposits

​

917,638

​

22,729

​

3.31

​

839,431

​

23,236

3.70

​

Total interest-bearing deposits

​

1,812,233

​

29,492

2.18

​

1,677,583

​

29,273

2.33

​

Borrowings:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

FHLB advances

​

​

32,784

​

​

1,079

​

4.34

​

​

40,044

​

​

1,337

​

4.40

​

Subordinated notes

​

​

65,507

​

​

3,351

​

6.83

​

​

54,038

​

​

2,465

​

6.09

​

Other borrowings

​

8,039

​

​

178

​

2.96

​

29,326

​

411

1.87

​

Total borrowings

​

​

106,330

​

4,608

5.77

​

​

123,408

​

​

4,213

​

4.55

​

Total interest-bearing liabilities

​

1,918,563

​

34,100

2.37

​

1,800,991

​

33,486

2.49

​

Noninterest-bearing demand deposits

​

564,371

​

​

​

​

​

​

556,305

​

​

​

​

​

​

Other liabilities

​

44,666

​

​

​

​

​

​

41,622

​

​

​

​

​

​

Total liabilities

​

2,527,600

​

​

​

​

​

​

2,398,918

​

​

​

​

​

​

Equity

​

271,999

​

​

​

​

​

​

237,998

​

​

​

​

​

​

Total liabilities and equity

​

$

2,799,599

​

​

​

​

​

​

$

2,636,916

​

​

​

​

​

​

Net interest income

​

​

​

​

$

88,015

​

​

​

​

​

​

$

79,600

​

​

​

Interest rate spread

​

​

​

​

​

​

3.74

%

​

​

​

​

​

3.50

%

Interest expense to average earning assets

​

​

​

​

​

​

1.70

%

​

​

​

​

​

1.78

%

Net interest margin (FTE)

​

​

​

​

​

​

4.41

%

​

​

​

​

​

4.21

%

​

Interest income and expense are affected by fluctuations in interest rates, by changes in the volume of earning assets and interest-bearing liabilities, and by the interaction of rate and volume factors. The following table shows the direct causes of the period-to-period changes in the components of net interest income on a taxable-equivalent basis. The Corporation calculates the rate and volume variances using a formula prescribed by the SEC. Rate/volume variances, the third element in the calculation, are not shown separately in the table, but are allocated to the rate and volume variances in proportion to the absolute dollar amounts of each.

​

46

Table of Contents

​

TABLE 3: Rate-Volume Recap

​

​	​	​	​	​	​	​	​	​	​	​
​	​	Three Months Ended September 30, 2026 from 2025								​
​	​	Increase (Decrease)					​	Total		​
​	​	Due to					​	Increase		​
(Dollars in thousands)	​ ​ ​	Rate		​ ​ ​	Volume		​ ​ ​	(Decrease)		​
Interest income:	​	​	​	​	​	​	​	​	​	​
Loans:	​	​	​	​	​	​	​	​	​	​
Community banking segment	​	$	396	​	$	1,916	​	$	2,312	​
Mortgage banking segment	​	​	(9)	​	​	(1)	​	​	(10)	​
Consumer finance segment	​	​	(24)	​	​	(273)	​	​	(297)	​
Securities - available for sale:	​	​	​	​	​	​	​	​	​	​
Taxable	​		968	​		83	​		1,051	​
Tax-exempt	​		180	​		44	​		224	​
Interest-bearing deposits in other banks	​		(155)	​		(292)	​		(447)	​
Total interest income	​		1,356	​		1,477	​		2,833	​
Interest expense:	​	​	​	​	​	​	​	​	​	​
Interest-bearing deposits:	​	​	​	​	​	​	​	​	​	​
Interest-bearing demand deposits	​		58	​	​	32	​		90	​
Savings and money market deposit accounts	​		(83)	​	​	27	​		(56)	​
Time deposits	​		(608)	​	​	500	​		(108)	​
Borrowings:	​	​	​	​	​	​	​	​	​	​
FHLB advances	​	​	(10)	​	​	(118)	​	​	(128)	​
Subordinated notes	​	​	26	​	​	1	​	​	27	​
Other borrowings	​		38	​	​	(70)	​		(32)	​
Total interest expense	​		(579)	​		372	​		(207)	​
Change in net interest income	​	$	1,935	​	$	1,105	​	$	3,040	​

​

​	​	​	​	​	​	​	​	​	​	​
​	​	Nine Months Ended September 30, 2026 from 2025								​
​	​	Increase (Decrease)					​	Total
​	​	Due to					​	Increase
(Dollars in thousands)	​ ​ ​	Rate		​ ​ ​	Volume		​ ​ ​	(Decrease)
Interest income:	​	​	​	​	​	​	​	​	​	​
Loans:	​	​	​	​	​	​	​	​	​	​
Community banking segment	​	$	680	​	$	5,614	​	$	6,294	​
Mortgage banking segment	​	​	(115)	​	​	393	​	​	278	​
Consumer finance segment	​	​	143	​	​	(404)	​	​	(261)	​
Securities - available for sale:	​	​	​	​	​	​	​	​	​	​
Taxable	​		2,134	​		147	​		2,281	​
Tax-exempt	​		430	​		247	​		677	​
Interest-bearing deposits in other banks	​		(237)	​		(3)	​		(240)	​
Total interest income	​		3,035	​		5,994	​		9,029	​
Interest expense:	​	​	​	​	​	​	​	​	​	​
Interest-bearing deposits:	​	​	​	​	​	​	​	​	​	​
Interest-bearing demand deposits	​		74	​	​	112	​		186	​
Savings and money market deposit accounts	​		240	​	​	300	​		540	​
Time deposits	​		(2,567)	​	​	2,060	​		(507)	​
Borrowings:	​	​	​	​	​	​	​	​	​	​
FHLB advances	​	​	(18)	​	​	(240)	​	​	(258)	​
Subordinated notes	​	​	323	​	​	563	​	​	886	​
Other borrowings	​		162	​	​	(395)	​		(233)	​
Total interest expense	​		(1,786)	​		2,400	​		614	​
Change in net interest income	​	$	4,821	​	$	3,594	​	$	8,415	​

​

Net interest income, on a taxable-equivalent basis, for the third quarter and first nine months of 2026 increased to $30.5 million and $88.0 million, respectively, compared to $27.5 million and $79.6 million for the same periods in 2025 due primarily to higher average balances of interest-earning assets and higher net interest margin. Annualized net interest margin increased 29 basis points to 4.53 percent for the third quarter of 2026 compared to the same period of 2025 and increased 20 basis points to 4.41 percent for the first nine months of 2026 compared to the same period of 2025 due primarily to higher average interest rates on securities and lower average interest rates on deposits, partially offset by higher average cost of borrowings. The Federal Reserve Bank (FRB) target federal funds interest rate was at an upper limit of 4.50 percent at December 31, 2024 until the Federal Open Market Committee began decreasing it in September 2025, decreasing it to 3.75 percent by December 31, 2025, where it remained until it was increased to 4.00 percent in September

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​

2026. The yield on interest-earning assets increased by 19 basis points and 12 basis points for the third quarter and first nine months of 2026, respectively, compared to the same periods in 2025. The cost of interest-bearing liabilities decreased by 14 basis points and 12 basis points for the third quarter and first nine months of 2026, respectively, compared to the same periods in 2025. Average earning assets increased $102.1 million and $151.7 million for the third quarter and first nine months of 2026, respectively, compared to the same periods in 2025. Average interest-bearing liabilities increased $65.8 million and $117.6 million for the third quarter and first nine months of 2026, respectively, compared to the same periods in 2025. Average noninterest-bearing demand deposits increased $11.3 million and $8.1 million for the third quarter and first nine months of 2026, respectively, compared to the same periods in 2025.  

​

Average loans, which includes both loans held for investment and loans held for sale, increased $123.0 million to $2.16 billion for the third quarter of 2026 and increased $136.7 million to $2.14 billion for the first nine months of 2026 compared to the same periods in 2025. Average loans at the community banking segment increased $133.0 million, or 8.6 percent, for the third quarter of 2026 and increased $133.5 million, or 8.9 percent, for the first nine months of 2026 compared to the same periods in 2025 due primarily to growth in the commercial real estate and land acquisition and development segments of the loan portfolio, partially offset by a decrease in construction loans. Average loans at the consumer finance segment decreased $10.0 million, or 2.2 percent, for the third quarter of 2026 and decreased $5.3 million, or 1.1 percent, for the first nine months of 2026 compared to the same periods in 2025 due primarily to a decrease in marine and recreational vehicle (RV) loans as the third party administrator of that program significantly decreased sales of those loans to outside parties during 2025, which led to the consumer finance segment ending future purchases under the program during the third quarter of 2025. The marine and RV portfolio is expected to run off over time, subject to normal repayment activity and credit performance. Average loans at the mortgage banking segment, which consist of loans held for sale, decreased $70,000, or less than one percent, for the third quarter of 2026 and increased $8.5 million, or 24.3 percent, for the first nine months of 2026 compared to the same periods in 2025.

​

Average loan yields decreased 2 basis points to 6.74 percent for the third quarter of 2026 and decreased 3 basis points to 6.71 percent for the first nine months of 2026 compared to the same periods in 2025 due primarily to a mix shift in the portfolio with growth in loans at the community banking segment, which has lower yields than loans at the consumer finance segment, partially offset by an increase in loan yields at the community banking segment. The community banking segment average loan yield increased 10 basis points to 5.70 percent for the third quarter of 2026 and increased 6 basis points to 5.63 percent for the first nine months of 2026 compared to the same periods in 2025 due primarily to an increase in market interest rates and renewals of fixed rate loans originated during periods of lower interest rates. The consumer finance segment average loan yield decreased 2 basis points to 10.59 percent for the third quarter of 2026 compared to the same period of 2025 due primarily to lower yields on automobile loans, partially offset by a mix shift in the loan portfolio with the termination of the marine and RV loans program.  The consumer finance segment average loan yield increased 4 basis points to 10.60 percent for the first nine months of 2026 compared to the same period in 2025 due primarily to a mix shift in the loan portfolio with the termination of the marine and RV loans program and the portfolio composition in general shifting towards originations within the past three years, when interest rates have generally been higher, as balances on loans originated prior to that in periods of lower interest rates decline. The mortgage banking segment average loan yield decreased 10 basis points to 6.50 percent for the third quarter of 2026 and decreased 42 basis points to 6.08 percent for the first nine months of 2026 compared to the same periods in 2025 due to fluctuations in mortgage market interest rates.

 ​

Average securities available for sale increased $15.7 million to $476.6 million for the third quarter of 2026 and increased $15.1 million to $475.7 million for the first nine months of 2026 compared to the same periods in 2025. The average yield on the securities portfolio, on a taxable-equivalent basis, increased 97 basis points to 4.13 percent for the third quarter of 2026 and increased 73 basis points to 3.78 percent for the first nine months of 2026 compared to the same periods in 2025 due primarily to the Portfolio Restructuring during the second quarter of 2026. In the Portfolio Restructuring, the community banking segment sold $72.6 million in book value of securities with a weighted average yield of 1.40% and representing approximately 14.7% of the entire securities portfolio and purchased approximately $67.8 million of securities with a weighted average yield of 4.70%.

​

Average interest-bearing deposits in other banks, consisting primarily of excess cash reserves maintained at the FRB, decreased $36.5 million to $38.1 million for the third quarter of 2026 and decreased $97,000 to $59.5 million for the first nine months of 2026 compared to the same periods in 2025. The average yield on interest-bearing deposits in other banks decreased 100 basis points for the third quarter of 2026 and decreased 53 basis points for the first nine months of 2026

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​

compared to the same periods of 2025 due primarily to the decreases in the federal funds interest rate beginning in September 2025.

​

Average savings and money market and interest-bearing demand deposits combined increased $30.0 million to $887.1 million for the third quarter of 2026 and increased $56.4 million to $894.6 million for the first nine months of 2026 compared to the same periods in 2025. Average noninterest-bearing demand deposits increased $11.3 million to $566.4 million for the third quarter of 2026 and increased $8.1 million to $564.4 million for the first nine months of 2026 compared to the same periods in 2025. Average time deposits increased $57.8 million to $923.3 million for the third quarter of 2026 and increased $78.2 million to $917.6 million for the first nine months of 2026 compared to the same periods in 2025. The average cost of interest-bearing deposits decreased 13 basis points to 2.16 percent for the third quarter of 2026 and decreased 15 basis points to 2.18 percent for the first nine months of 2026 compared to the same periods in 2025 due primarily to decreases in interest rates paid on time deposits. A portion of the increases in average deposits was due to the wind-down of the repurchase agreement program with certain commercial deposit customers during the third quarter of 2025. The average balance of these repurchase agreements was $11.9 million and $21.3 million for the third quarter and first nine months of 2025, respectively.

​

Average borrowings decreased $22.0 million to $103.3 million for the third quarter of 2026 compared to the same period in 2025 due primarily to the wind-down of the repurchase agreement program and a decrease in average balances of FHLB advances. Average borrowings decreased $17.1 million to $106.3 million for the first nine months of 2026 compared to the same period in 2025 due primarily to the wind-down of the repurchase agreement program and a decrease in average balances of FHLB advances, partially offset by higher average balances of subordinated notes. The average cost of borrowings increased 56 basis points to 5.86 percent for the third quarter of 2026 and increased 122 basis points to 5.77 percent for the first nine months of 2026 compared to the same periods in 2025 due primarily to a shift in the mix of borrowings and higher rates paid on subordinated notes. The Corporation issued new subordinated notes with an aggregate principal amount of $40.0 million in the second quarter of 2025, which initially bear interest at a fixed rate of 7.50%, and concurrently repurchased its previously issued subordinated notes with aggregate principal amount of $20.0 million, which were to transition from a fixed rate of 4.875% to a floating rate at the then current three-month SOFR plus 475.5 basis points during the third quarter of 2025.

​

The Corporation gives no assurance as to the timing or extent of changes in market interest rates or the impact of those changes or any other factor on the Corporation's ability to compete for loans and deposits or on its funding costs, liquidity, and net interest margin. The Corporation believes that if market interest rates were to continue to rise, net interest margin could be positively affected in the short term as the Corporation generally expects its assets to reprice upward more quickly than its deposits and borrowings, in each case as of the date of this report. The Corporation believes renewals of fixed rate loans originated during periods of lower interest rates and purchases of securities available for sale with higher interest rates would contribute to increased yields on interest-earning assets. While recent increases in market interest rates and increased competition for deposits may result in higher funding costs, the Corporation believes the impact on cost of interest-bearing deposits would occur over time as the majority of the Corporation’s time deposits have repriced within the past year. Additionally, if market interest rates were to remain elevated or increase further, other aspects of the Corporation’s business, such as mortgage loan demand, may also be adversely affected. If market interest rates were to decline, net interest margin could be adversely affected in the short term as the Corporation generally expects its assets to reprice downward more quickly than its deposits and borrowings, although mortgage loan demand may be positively affected. The interest rate environment has grown increasingly uncertain during the first nine months of 2026. The ultimate impact on the Corporation’s net interest margin of changes in market interest rates and other market factors, including monetary policy actions taken by the Federal Reserve, will also depend on other factors, some of which may be outside of the Corporation’s control, including the Corporation’s ability to grow loans at the community banking and consumer finance segments, the Corporation’s ability to compete for deposits, the Corporation’s use of borrowings to fund its operations, economic conditions nationally and within the Corporations’ markets, other factors discussed in this report, including the risks discussed under “Cautionary Statement About Forward-Looking Statements,” and the risks discussed in more detail in Item 1A. “Risk Factors” of Part I of the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2025 and other reports filed with the SEC.

​

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​

Noninterest Income

TABLE 4: Noninterest Income

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

Nine Months Ended September 30,

(Dollars in thousands)

​ ​ ​

2026

​ ​ ​

2025

​

2026

​ ​ ​

2025

Gains on sales of loans

​

$

1,365

​

$

1,896

​

$

6,346

​

$

6,201

Interchange income

​

​

1,652

​

​

1,610

​

​

4,902

​

​

4,706

Service charges on deposit accounts

​

​

1,123

​

​

1,049

​

​

3,204

​

​

3,061

Investment income from other equity interests

​

​

80

​

​

197

​

​

8,784

​

​

531

Net losses on sales, maturities and calls of available for sale securities

​

—

​

—

​

(7,129)

​

—

Mortgage banking fee income

​

​

757

​

​

735

​

​

2,592

​

​

2,193

Wealth management services income, net

​

​

917

​

​

795

​

​

2,572

​

​

2,283

Mortgage lender services income

​

​

907

​

​

768

​

​

2,696

​

​

2,066

Other service charges and fees

​

​

502

​

​

520

​

​

1,523

​

​

1,569

Unrealized gain on investments held in rabbi trust

​

​

184

​

​

860

​

​

1,510

​

​

2,283

Other income, net

​

​

549

​

​

414

​

​

1,362

​

​

1,372

Total noninterest income

​

$

8,036

​

$

8,844

​

$

28,362

​

$

26,265

​

Total noninterest income decreased $808,000, or 9.1 percent, for the third quarter of 2026 compared to the same period in 2025 due primarily to fluctuations in unrealized gains and losses on investments held in the rabbi trust and lower gains on sales of loans.  

​

Total noninterest income increased $2.1 million, or 8.0 percent, for the first nine months of 2026 compared to the same period in 2025 due primarily to higher investment income from other equity interests related to the sale of the Bearing equity interest, higher mortgage lender services income and higher mortgage banking fee income, partially offset by net losses on the Portfolio Restructuring and fluctuations in unrealized gains and losses on investments held in the rabbi trust.

​

The Corporation uses a rabbi trust to fund liabilities under its nonqualified deferred compensation plan. Unrealized gains and losses on investments held in the Corporation’s rabbi trust are offset by changes in deferred compensation liabilities, which are recorded in salaries and employee benefits expense.

​

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​

Noninterest Expense

TABLE 5: Noninterest Expense

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

Nine Months Ended September 30,

(Dollars in thousands)

​ ​ ​

2026

​ ​ ​

2025

​

2026

​ ​ ​

2025

Salaries and employee benefits:

​

​

​

​

​

​

​

​

​

​

​

​

Compensation, payroll taxes and employee benefits

​

$

14,574

​

$

13,560

​

$

44,106

​

$

40,466

Increase in nonqualified deferred compensation plan liabilities

​

​

184

​

​

860

​

​

1,510

​

​

2,283

Total salaries and employee benefits

​

​

14,758

​

​

14,420

​

​

45,616

​

​

42,749

​

​

​

​

​

​

​

​

​

​

​

​

​

Occupancy expense

​

​

2,416

​

​

2,245

​

​

7,033

​

​

6,537

Data processing

​

​

3,421

​

​

3,026

​

​

9,999

​

​

8,881

Professional fees

​

785

​

901

​

2,645

​

2,823

Insurance expense

​

​

481

​

​

399

​

​

1,351

​

​

1,306

Marketing and advertising expenses

​

​

604

​

​

660

​

​

1,790

​

​

1,738

Loan processing and collection expenses

​

​

847

​

​

831

​

​

2,638

​

​

2,259

Other expenses:

​

​

​

​

​

​

​

​

​

​

​

​

Licenses and taxes expense

​

​

391

​

​

284

​

​

1,170

​

​

884

Telecommunication expenses

​

​

315

​

​

313

​

​

884

​

​

1,011

Postage and courier expenses

​

​

293

​

​

264

​

​

875

​

​

812

Travel and educational expenses

​

​

363

​

​

312

​

​

1,044

​

​

883

Other components of net periodic pension cost

​

​

(193)

​

​

(150)

​

​

(579)

​

​

(451)

Provision for indemnifications

​

​

(35)

​

​

(75)

​

​

(95)

​

​

(135)

All other noninterest expenses

​

835

​

860

​

2,572

​

2,682

Total other noninterest expenses

​

​

1,969

​

​

1,808

​

​

5,871

​

​

5,686

Total noninterest expense

​

$

25,281

​

$

24,290

​

$

76,943

​

$

71,979

​

Total noninterest expenses increased $1.0 million, or 4.1 percent, in the third quarter of 2026 and increased $5.0 million, or 6.9 percent, for the first nine months of 2026 compared to the same periods in 2025 due primarily to higher salaries and employee benefits due to the addition of seasoned lending teams with the expansion into the Roanoke and Lynchburg,  Virginia markets in the third quarters of 2025 and 2026, respectively, annual compensation adjustments, increased employee incentive accruals associated with improved financial performance and higher commissions from increased volume of mortgage loan production, as well as higher data processing and occupancy expense, partially offset by fluctuations in deferred compensation liabilities.

​

Changes in deferred compensation plan liabilities are offset by unrealized gains and losses on investments held in the Corporation’s rabbi trust, which are recorded in noninterest income.

​

Income Taxes

​

The Corporation’s consolidated effective income tax rate was 18.9 percent for the third quarter of 2026 compared to 19.4 percent for the same period in 2025 due primarily to a higher share of income at the community banking segment, which is not subject to state income taxes. The Corporation’s consolidated effective income tax rate was 19.4 percent for the first nine months of 2026 compared to 18.8 percent for the same period in 2025 due primarily to the tax impact of the sale of the Bearing equity interest in the second quarter of 2026.

​

Business Segments

​

The Corporation operates in a decentralized manner in three business segments: community banking, mortgage banking and consumer finance.  An overview of the financial results for each of the Corporation’s business segments is presented below.

​

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Community Banking:  The community banking segment comprises C&F Bank, C&F Wealth Management, C&F Insurance and CVB Title.  The following table presents the community banking segment operating results for the periods indicated.

TABLE 6: Community Banking Segment Operating Results

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

Nine Months Ended September 30,

(Dollars in thousands)

​ ​ ​

2026

​ ​ ​

2025

​ ​ ​

2026

​ ​ ​

2025

Interest income

​

$

28,648

​

$

25,610

​

$

82,035

​

$

73,372

Interest expense

​

​

10,264

​

​

10,498

​

​

30,750

​

​

31,022

Net interest income before allocation

​

​

18,384

​

​

15,112

​

​

51,285

​

​

42,350

Net interest allocation1

​

​

5,806

​

​

6,080

​

​

17,524

​

​

17,944

Net interest income

​

​

24,190

​

​

21,192

​

​

68,809

​

​

60,294

Provision for credit losses

​

​

—

​

​

(100)

​

​

450

​

​

(300)

Net interest income after provision for credit losses

​

​

24,190

​

​

21,292

​

​

68,359

​

​

60,594

Noninterest income:

​

​

​

​

​

​

​

​

​

​

​

​

Interchange income

​

​

1,652

​

​

1,610

​

​

4,902

​

​

4,706

Service charges on deposit accounts

​

​

1,143

​

​

1,061

​

​

3,261

​

​

3,107

Wealth management services income, net

​

​

917

​

​

795

​

​

2,572

​

​

2,283

Other service charges and fees

​

​

501

​

​

520

​

​

1,522

​

​

1,567

Investment income from other equity interests

​

​

80

​

​

197

​

​

8,784

​

​

531

Net losses on sales, maturities and calls of available for sale securities

​

​

—

​

​

—

​

​

(7,129)

​

​

—

Other income, net

​

​

389

​

​

247

​

​

844

​

​

844

Total noninterest income

​

​

4,682

​

​

4,430

​

​

14,756

​

​

13,038

Noninterest expense:

​

​

​

​

​

​

​

​

​

​

​

​

Salaries and employee benefits

​

​

10,417

​

​

9,503

​

​

31,019

​

​

28,203

Occupancy expense

​

2,006

​

1,878

​

5,872

​

5,377

Data processing

​

​

2,669

​

​

2,365

​

​

7,752

​

​

7,007

Professional fees

​

​

520

​

​

642

​

​

1,825

​

​

2,046

Insurance expense

​

​

408

​

​

350

​

​

1,179

​

​

1,111

Marketing and advertising expenses

​

​

450

​

​

496

​

​

1,361

​

​

1,295

Loan processing and collection expenses

​

​

74

​

​

46

​

​

188

​

​

114

Other expenses

​

​

1,341

​

​

1,310

​

​

3,955

​

​

3,944

Total noninterest expenses

​

​

17,885

​

​

16,590

​

​

53,151

​

​

49,097

Income before income taxes

​

​

10,987

​

​

9,132

​

​

29,964

​

​

24,535

Income tax expense

​

2,073

​

1,754

​

5,767

​

4,596

Net income

​

$

8,914

​

$

7,378

​

$

24,197

​

$

19,939

1 Interest expense is allocated to the mortgage banking and consumer finance segments through borrowings from the community banking segment.

​

The community banking segment reported net income of $8.9 million and $24.2 million for the third quarter and first nine months of 2026, respectively, compared to $7.4 million and $19.9 million for the same periods in 2025 due primarily to:

​

● higher interest income resulting from higher average balances of loans and securities and higher average interest rates on loans and securities, due primarily to an increase in market interest rates and the Portfolio Restructuring; and

● a pre-tax gain of $8.3 million on the sale of the Bearing equity interest in the first nine months of 2026, reported in investment income from other equity interests;

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partially offset by:

● higher salaries and employee benefits due primarily to the addition of seasoned lending teams with the expansion into the Roanoke and Lynchburg, Virginia markets in the third quarters of 2025 and 2026, respectively, annual compensation adjustments, and increased employee incentive accruals associated with improved financial performance;

● the Portfolio Restructuring, which resulted in a pre-tax loss of $7.1 million for the first nine months of 2026, reported in net loss on sales of available for sale securities;

● higher provision for credit losses for the first nine months of 2026 as compared to the same period of 2025 due primarily to the reversal of a specific reserve in the second quarter of 2025 upon the resolution of a nonperforming commercial real estate loan; and

● higher data processing expenses associated with investments in information technology infrastructure projects.

​

Adjusted net income for the community banking segment, which excludes the effects of the sale of the Bearing equity interest and the Portfolio Restructuring, was $23.5 million for the first nine months of 2026, compared to $19.9 million for the same period in 2025. Adjusted net income for the community banking segment increased $3.5 million for the first nine months of 2026, compared to the same period in 2025 due primarily to the other items discussed above.

​

Net interest income for the community banking segment increased by $3.0 million to $24.2 million for the third quarter of 2026 and increased $8.5 million to $68.8 million for the first nine months of 2026 compared to the same periods in 2025 due primarily to an increase in net interest margin and higher average balances of earning assets. Average interest-earning asset yields at the community banking segment were higher for the third quarter and first nine months of 2026 compared to the same periods in 2025 due primarily to higher average interest rates on securities available for sale and loans and a mix shift in interest-earning assets to loans, which have higher yields than securities available for sale or interest-bearing deposits in other banks. In the Portfolio Restructuring, the community banking segment sold $72.6 million in book value of securities with a weighted average yield of 1.40% and representing approximately 14.7% of the entire securities portfolio, and purchased approximately $67.8 million of securities with a weighted average yield of 4.70%. Average loan yields increased for the third quarter and first nine months of 2026 at the community banking segment due primarily to higher average market interest rates. The average cost of interest-bearing liabilities was lower for the third quarter and first nine months of 2026 compared to the same periods in 2025 due primarily to a decrease in interest rates paid on time deposits. Interest income allocated to the community banking segment includes interest income on loans to the consumer finance and mortgage banking segments. Intercompany loan balances, interest income, and interest expense related to these transactions are eliminated to reach consolidated totals.

​

The community banking segment recorded no provision for credit losses in the third quarter of 2026 compared to a net reversal of $100,000 in the third quarter of 2025. For the first nine months of 2026, the community banking segment recorded $450,000 of provision for credit losses compared to a net reversal of $300,000 for the first nine months of 2025. Management believes that the level of the allowance for credit losses is adequate to reflect the net amount expected to be collected.

​

Noninterest income increased for the third quarter and first nine months of 2026 compared to the same periods in 2025 due primarily to higher wealth management services income and for the first nine months of 2026, higher investment income from other equity interests from the sale of the Bearing equity interest partially offset by net losses on sales of available for sale securities from the Portfolio Restructuring. Noninterest expenses increased for the third quarter and first nine months of 2026 compared to the same periods in 2025 due primarily to higher salaries and employee benefits, occupancy expense and data processing expenses.

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​

​

Mortgage Banking:  The following table presents the mortgage banking operating results for the periods indicated.

​

TABLE 7: Mortgage Banking Segment Operating Results

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

Nine Months Ended September 30,

(Dollars in thousands)

​ ​ ​

2026

​ ​ ​

2025

​ ​ ​

2026

​ ​ ​

2025

Interest income

​

$

616

​

$

625

​

$

1,974

​

$

1,696

Interest expense

​

​

—

​

​

—

​

​

—

​

​

—

Net interest income before allocation

​

​

616

​

​

625

​

​

1,974

​

​

1,696

Net interest allocation1

​

​

(242)

​

​

(287)

​

​

(890)

​

​

(733)

Net interest income

​

​

374

​

​

338

​

​

1,084

​

​

963

Provision for credit losses

​

​

—

​

​

—

​

​

—

​

​

—

Net interest income after provision for credit losses

​

​

374

​

​

338

​

​

1,084

​

​

963

Noninterest income:

​

​

​

​

​

​

​

​

​

​

​

​

Gains on sales of loans

​

​

1,606

​

​

2,074

​

​

6,990

​

​

6,632

Mortgage banking fee income

​

​

771

​

​

774

​

​

2,665

​

​

2,299

Mortgage lender services fee income

​

​

907

​

​

768

​

​

2,696

​

​

2,073

Other income

​

​

4

​

​

4

​

​

33

​

​

10

Total noninterest income

​

​

3,288

​

​

3,620

​

​

12,384

​

​

11,014

Noninterest expense:

​

​

​

​

​

​

​

​

​

​

​

​

Salaries and employee benefits

​

​

1,878

​

​

1,899

​

​

6,245

​

​

5,662

Occupancy expense

​

270

​

222

​

​

716

​

​

725

Data processing

​

​

391

​

​

324

​

​

1,197

​

​

908

Professional fees

​

​

64

​

​

83

​

​

142

​

​

176

Insurance expense

​

​

42

​

​

15

​

​

78

​

​

82

Marketing and advertising expenses

​

​

148

​

​

152

​

​

400

​

​

417

Loan processing and collection expenses

​

​

368

​

​

335

​

​

1,227

​

​

892

Provision for indemnifications

​

​

(35)

​

​

(75)

​

​

(95)

​

​

(135)

Other expenses

​

​

165

​

​

144

​

​

550

​

​

502

Total noninterest expenses

​

​

3,291

​

​

3,099

​

​

10,460

​

​

9,229

Income before income taxes

​

​

371

​

​

859

​

​

3,008

​

​

2,748

Income tax expense

​

105

​

218

​

772

​

691

Net income

​

$

266

​

$

641

​

$

2,236

​

$

2,057

1 Interest expense is allocated to the mortgage banking segment through borrowings from the community banking segment.

​

The mortgage banking segment reported net income of $266,000 for the third quarter of 2026 compared to $641,000 for the same period in 2025 due primarily to:

● lower gains on sales of loans due primarily to lower margins;

partially offset by:

● higher mortgage lender services fee income.

​

The mortgage banking segment reported net income of $2.2 million for the first nine months of 2026 compared to $2.1 million for the same period of 2025 due primarily to:

​

● higher gains on sales of loans and higher mortgage banking fee income due to higher volume of mortgage loan originations; and

● higher mortgage lender services fee income;

partially offset by:

54

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​

● higher variable expenses tied to mortgage loan origination volume such as commissions and bonuses, reported in salaries and employee benefits, and loan processing expenses, reported in loan processing and collection expenses.

​

The following table presents mortgage loan originations and mortgage loans sold for the periods indicated.

​

TABLE 8: Mortgage Loan Originations

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

Nine Months Ended September 30,

(Dollars in thousands)

​ ​ ​

2026

​ ​ ​

2025

​ ​ ​

2026

​ ​ ​

2025

Mortgage loan originations:

​

​

​

​

​

​

​

​

​

​

​

​

Purchases

​

$

158,242

​

$

148,245

​

$

510,023

​

$

447,107

Refinancings

​

​

14,519

​

​

18,773

​

​

76,074

​

​

47,184

Total mortgage loan originations1

​

$

172,761

​

$

167,018

​

$

586,097

​

$

494,291

​

​

​

​

​

​

​

​

​

​

​

​

​

Lock-adjusted originations2

​

$

157,585

​

$

172,245

​

$

599,357

​

$

514,565

1 Total mortgage loan originations does not include mortgage lender services.

2 Lock-adjusted originations includes the effect of changes in the volume of mortgage loan applications in process that have not closed, net of an estimated volume not expected to close.

​

Mortgage banking segment loan originations increased 3.4 percent and 18.6 percent for the third quarter and first nine months of 2026, respectively, compared to the same periods in 2025 as the mortgage interest rate environment was generally more favorable during the first nine months of 2026 compared to the first nine months of 2025. With interest rates rising in the third quarter of 2026, refinancings decreased during the quarter by 22.7 percent compared to the third quarter of 2025. Gains on sales of loans, while driven in part by mortgage loan originations, also includes the effects of changes in locked loan commitments, which reflect the volume of mortgage loan applications that are in process and have not closed. Lock-adjusted originations for the mortgage banking segment decreased 8.5 percent and increased 16.5 percent for the third quarter and first nine months of 2026, respectively, compared to the same periods in 2025. Locked loan commitments were $57.7 million at September 30, 2026 compared to $44.6 million and $62.3 million at December 31, 2025 and September 30, 2025, respectively. Mortgage banking segment originations include originations of loans sold to the community banking segment, at prices similar to those paid by third-party investors. All interest expense at the mortgage banking segment is from variable rate borrowings from the community banking segment. Intercompany loan balances, interest income, interest expense, intercompany gains, losses, and other income and expenses related to these transactions are eliminated to reach consolidated totals.

​

Through the Lender Solutions division of the mortgage banking segment, mortgage lender services fee income is derived from providing mortgage origination functions to third-party mortgage lenders for a fee. Mortgage lender services fee income increased to $907,000 and $2.7 million for the third quarter and first nine months of 2026, respectively, compared to $768,000 and $2.1 million for the same periods in 2025 due primarily to an increase in the number of third-party mortgage lenders serviced and increased mortgage loan volume in the industry.

​

During the third quarter and first nine months of 2026, the mortgage banking segment recorded net reversals of provision for indemnification losses of $35,000 and $95,000, respectively, compared to net reversals of provision for indemnification losses of $75,000 and $135,000 for the same periods in 2025. Management believes that the indemnification reserve is sufficient to absorb losses related to loans that have been sold in the secondary market.

​

55

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​

Consumer Finance:  The following table presents the consumer finance operating results for the periods indicated.

​

TABLE 9: Consumer Finance Segment Operating Results

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

Nine Months Ended September 30,

(Dollars in thousands)

​ ​ ​

2026

​ ​ ​

2025

​ ​ ​

2026

​ ​ ​

2025

Interest income

​

$

12,107

​

$

12,404

​

$

36,411

​

$

36,671

Interest expense

​

​

—

​

​

—

​

​

—

​

​

—

Net interest income before allocation

​

​

12,107

​

​

12,404

​

​

36,411

​

​

36,671

Net interest allocation1

​

​

(5,564)

​

​

(5,793)

​

​

(16,634)

​

​

(17,211)

Net interest income

​

​

6,543

​

​

6,611

​

​

19,777

​

​

19,460

Provision for credit losses

​

​

2,750

​

​

3,000

​

​

8,550

​

​

8,300

Net interest income after provision for credit losses

​

​

3,793

​

​

3,611

​

​

11,227

​

​

11,160

Noninterest income

​

​

146

​

​

149

​

​

449

​

​

475

Noninterest expense:

​

​

​

​

​

​

​

​

​

​

​

​

Salaries and employee benefits

​

​

2,021

​

​

1,934

​

​

6,067

​

​

5,929

Occupancy expense

​

140

​

145

​

​

445

​

​

435

Data processing

​

​

351

​

​

327

​

​

1,021

​

​

938

Professional fees

​

​

128

​

​

168

​

​

479

​

​

394

Insurance expense

​

​

31

​

​

34

​

​

94

​

​

113

Marketing and advertising expenses

​

​

6

​

​

12

​

​

29

​

​

26

Loan processing and collection expenses

​

​

405

​

​

450

​

​

1,223

​

​

1,253

Other expenses

​

​

437

​

​

369

​

​

1,262

​

​

1,169

Total noninterest expenses

​

​

3,519

​

​

3,439

​

​

10,620

​

​

10,257

Income before income taxes

​

​

420

​

​

321

​

​

1,056

​

​

1,378

Income tax expense

​

117

​

90

​

​

296

​

​

382

Net income

​

$

303

​

$

231

​

$

760

​

$

996

1 Interest expense is allocated to the consumer finance segment through borrowings from the community banking segment.

​

The consumer finance segment reported net income of $303,000 for the third quarter of 2026 compared to net income of $231,000 for the same period in 2025 due primarily to:

​

● lower provision for credit losses due primarily to a decrease in the balance of loans; and

● lower interest expense allocation on borrowings from the community banking segment as a result of lower average balance of borrowings and lower average interest rates;

partially offset by:

● lower interest income resulting from lower average balances of loans and lower loan yields.

​

The consumer finance segment reported net income of $760,000 for the first nine months of 2026 compared to $996,000 for the same period of 2025 due primarily to:

​

● higher provision for credit losses due primarily to higher net charge-offs;

partially offset by:

● lower interest expense allocation on borrowings from the community banking segment as a result of lower average interest rates and lower average balance of borrowings.

​

Average loans decreased $10.0 million, or 2.2 percent, for the third quarter of 2026 and decreased $5.3 million, or 1.1 percent, for the first nine months of 2026 compared to the same periods in 2025 due primarily to a decrease in marine and RV loans as the third party administrator of that program significantly decreased sales of those loans to outside parties during 2025, which led to the consumer finance segment ending future purchases under the program during the third

56

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​

quarter of 2025. The marine and recreational vehicle portfolio is expected to run off over time, subject to normal repayment activity and credit performance. All interest expense at the consumer finance segment is from fixed and variable rate borrowings from the community banking segment. Intercompany loan balances, interest income, and interest expense related to these transactions are eliminated to reach consolidated totals.

​

The consumer finance segment at times offers payment deferrals to borrowers as a portfolio management technique to achieve higher ultimate cash collections on select loan accounts. Average amounts of payment deferrals of automobile loans on a monthly basis, which are not included in delinquent loans, were 2.05 percent and 1.59 percent of average automobile loans outstanding during the third quarter and first nine months of 2026, respectively, compared to 1.88 percent and 1.79 percent during the same periods of 2025, and 1.40 percent during the second quarter of 2026.

​

The consumer finance segment recorded $2.8 million and $8.6 million in provision for credit losses for the third quarter and first nine months of 2026, respectively, compared to $3.0 million and $8.3 million for the same periods in 2025. Net charge-offs as a percentage of total loans increased for the first nine months of 2026 compared to the same period in 2025 due primarily to a mix shift in the portfolio as balances of marine and recreational vehicle loans, which historically have had lower charge-off rates than the automobile portfolio, continued to decrease and increased charge-offs within the automobile portfolio. If loan performance deteriorates, resulting in further elevated delinquencies or net charge-offs, the provision for credit losses may increase in future periods.

​

​

ASSET QUALITY

​

Allowance and Provision for Credit Losses

​

The Corporation conducts an analysis of the collectability of the loan portfolio on a regular basis and uses this analysis to assess the sufficiency of the allowance for credit losses on loans and to determine the necessary provision for credit losses. The Corporation segments the loan portfolio into three loan portfolios based on common risk characteristics.

​

Commercial and consumer loans are assigned loan classification ratings based on their credit quality and risk of loss. These loan ratings are reviewed on a quarterly basis and updated as new information becomes available. The characteristics of these loan ratings are as follows:

● Pass rated loans are to persons or business entities with an acceptable financial condition, appropriate collateral margins, appropriate cash flow to service the existing loan, and an appropriate leverage ratio. The borrower has paid all obligations as agreed and it is expected that this type of payment history will continue. When necessary, acceptable personal guarantors support the loan.

​

● Special mention loans have a specific, identified weakness in the borrower’s operations and in the borrower’s ability to generate positive cash flow on a sustained basis. The borrower’s recent payment history may be characterized by late payments. The Corporation’s risk exposure is mitigated by collateral supporting the loan. The collateral is considered to be well-margined, well maintained, accessible and readily marketable.

​

● Substandard loans are considered to have specific and well-defined weaknesses that jeopardize the viability of the Corporation’s credit extension. The payment history for the loan has been inconsistent and the expected or projected primary repayment source may be inadequate to service the loan. The estimated net liquidation value of the collateral pledged and/or ability of the personal guarantor(s) to pay the loan may not adequately protect the Corporation. There is a distinct possibility that the Corporation will sustain some loss if the deficiencies associated with the loan are not corrected in the near term.

​

● Substandard nonaccrual loans have the same characteristics as substandard loans; however, they have a nonaccrual classification because it is probable that the Corporation will not be able to collect all amounts due.

​

57

Table of Contents

​

● Doubtful rated loans have all the weaknesses inherent in a loan that is classified substandard but with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable. The possibility of loss is extremely high.

​

● Loss rated loans are not considered collectible under normal circumstances and there is no realistic expectation for any future payment on the loan. Loss rated loans are fully charged off.

​

The Corporation monitors the consumer finance loan portfolio by past due status and by credit rating at the time of origination, which the Corporation believes serves as a relevant indicator of aggregate credit quality and risk of loan defaults in the portfolio based upon the use of Fair Isaac Corporation (FICO) Scores over time for loan approval decisions and through experience analyzing loss patterns. The characteristics of these credit ratings and our thresholds are as follows:

​

● Very Good (>739) and Good (670-739) credit rated borrowers are near or above the average FICO Score of consumers. Borrowers generally have limited to no prior credit difficulties or have shown extensive creditworthiness over a recent period of time.

​

● Fairly Good (625-669) and Fair (580-624) credit rated borrowers are approaching or slightly below the average FICO Score of consumers but typically have a credit profile acceptable to most lenders. Borrowers may have experienced minor credit difficulties or have a relatively limited credit history.

​

● Marginal (<580) credit rated borrowers are well below the average FICO Score of consumers. Borrowers may have limited access to traditional financing due to having experienced prior credit difficulties or have a limited credit history. The risk of future charge-offs is higher.

​

The allowance for credit losses represents an amount that, in our judgment, reduces the recorded investment in loans to the net amount expected to be collected. The provision for credit losses increases the allowance, and loans charged off, net of recoveries, reduce the allowance. The following tables present the Corporation’s credit loss experience for the periods indicated.

​

TABLE 10: Allowance for Credit Losses

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Consumer

​

​

​

​

(Dollars in thousands)

​

Commercial

​

Consumer1

​

Finance

​

Total

​

For the three months ended September 30, 2026:

​

​

​

​

​

​

​

​

​

​

​

​

​

Balance at June 30, 2026

​

$

13,420

​

$

4,192

​

$

22,063

​

$

39,675

​

Provision charged to operations

​

​

(129)

​

​

229

​

​

2,750

​

​

2,850

​

Loans charged off

​

​

—

​

​

(133)

​

​

(4,310)

​

​

(4,443)

​

Recoveries of loans previously charged off

​

​

200

​

​

28

​

​

1,328

​

​

1,556

​

Balance at September 30, 2026

​

$

13,491

​

$

4,316

​

$

21,831

​

$

39,638

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Average loans2

​

$

1,252,094

​

$

419,083

​

$

453,770

​

$

2,124,947

​

Ratio of annualized net (recoveries) charge-offs to average loans

​

​

(0.06)

%

​

0.10

%

​

2.63

%

​

0.54

%

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Consumer

​

​

​

​

(Dollars in thousands)

​

Commercial

​

Consumer1

​

Finance

​

Total

​

For the three months ended September 30, 2025:

​

​

​

​

​

​

​

​

​

​

​

​

​

Balance at June 30, 2025

​

$

13,026

​

$

4,167

​

$

22,385

​

$

39,578

​

Provision charged to operations

​

​

(38)

​

​

38

​

​

3,000

​

​

3,000

​

Loans charged off

​

​

(15)

​

​

(51)

​

​

(4,266)

​

​

(4,332)

​

Recoveries of loans previously charged off

​

​

13

​

​

30

​

​

1,157

​

​

1,200

​

Balance at September 30, 2025

​

$

12,986

​

$

4,184

​

$

22,276

​

$

39,446

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Average loans2

​

$

1,148,245

​

$

389,904

​

$

463,761

​

$

2,001,910

​

Ratio of annualized net charge-offs to average loans

​

​

0.00

%

​

0.02

%

​

2.68

%

​

0.63

%

1Consumer loans includes provision, charge-offs and recoveries related to demand deposit overdrafts.

2Average loans does not include loans held for sale at the mortgage banking segment.

​

58

Table of Contents

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Consumer

​

​

​

​

(Dollars in thousands)

​

Commercial

​

Consumer1

​

Finance

​

Total

​

For the nine months ended September 30, 2026:

​

​

​

​

​

​

​

​

​

​

​

​

​

Balance at December 31, 2025

​

$

13,239

​

$

4,179

​

$

22,259

​

$

39,677

​

Provision charged to operations

​

​

118

​

​

282

​

​

8,550

​

​

8,950

​

Loans charged off

​

​

(101)

​

​

(234)

​

​

(12,803)

​

​

(13,138)

​

Recoveries of loans previously charged off

​

​

235

​

​

89

​

​

3,825

​

​

4,149

​

Balance at September 30, 2026

​

$

13,491

​

$

4,316

​

$

21,831

​

$

39,638

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Average loans2

​

$

1,226,369

​

$

409,026

​

$

459,213

​

$

2,094,608

​

Ratio of annualized net (recoveries) charge-offs to average loans

​

​

(0.01)

%

​

0.05

%

​

2.61

%

​

0.57

%

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Consumer

​

​

​

​

(Dollars in thousands)

​

Commercial

​

Consumer1

​

Finance

​

Total

​

For the nine months ended September 30, 2025:

​

​

​

​

​

​

​

​

​

​

​

​

​

Balance at December 31, 2024

​

$

13,347

​

$

4,032

​

$

22,708

​

$

40,087

​

Provision charged to operations

​

​

(362)

​

​

212

​

​

8,300

​

​

8,150

​

Loans charged off

​

​

(35)

​

​

(167)

​

​

(11,985)

​

​

(12,187)

​

Recoveries of loans previously charged off

​

​

36

​

​

107

​

​

3,253

​

​

3,396

​

Balance at September 30, 2025

​

$

12,986

​

$

4,184

​

$

22,276

​

$

39,446

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Average loans2

​

$

1,117,673

​

$

384,246

​

$

464,487

​

$

1,966,406

​

Ratio of net annualized charge-offs to average loans

​

​

0.00

%

​

0.02

%

​

2.51

%

​

0.60

%

1Consumer loans includes provision, charge-offs and recoveries related to demand deposit overdrafts.

2Average loans does not include loans held for sale at the mortgage banking segment.

​

For further information regarding the adequacy of our allowance for credit losses, refer to “Table 16: Nonperforming Assets” and the accompanying disclosure below.

​

The allocation of the allowance for credit losses and the ratio of corresponding outstanding loan balances to total loans are as follows as of the dates indicated.

​

TABLE 11: Allocation of Allowance for Credit Losses

​

​	​	​	​	​	​	​	​	​
​	​	September 30,		​	​	December 31,		​
(Dollars in thousands)	​ ​ ​	2026		​ ​ ​	​ ​ ​	2025		​ ​ ​
Allocation of allowance for credit losses:	​	​	​	​	​	​	​	​
Commercial	​	$	13,491	​	​	$	13,239	​
Consumer	​		4,316	​	​		4,179	​
Consumer Finance	​		21,831	​	​		22,259	​
Total allowance for credit losses	​	$	39,638	​	​	$	39,677	​
Ratio of loans to total period-end loans:	​	​	​	​	​	​	​	​
Commercial	​		59	%	​		57	%
Consumer	​		20	​	​		20	​
Consumer Finance	​		21	​	​		23	​
​	​		100	%	​		100	%

​

​

​

Loans are required to be measured at amortized cost and to be presented at the net amount expected to be collected. Credit losses on available for sale debt securities are accounted for as an allowance for credit losses, which is a valuation account that is deducted from the amortized cost basis of the financial asset to present the net carrying value and the amount expected to be collected on the financial asset. The Corporation concluded that a credit loss did not exist in its securities portfolio at September 30, 2026, and no allowance for credit losses has been recognized. Off balance sheet credit exposures, including loan commitments, are not recorded on balance sheet, but expected credit losses arising from off balance sheet credit exposures are recorded as a reserve for unfunded commitments and reported in Other Liabilities. The following table presents the Corporation’s reserve for unfunded commitments for the periods indicated.

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​

TABLE 12: Reserve for Unfunded Commitments

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

Nine Months Ended September 30,

(Dollars in thousands)

​ ​ ​

2026

​

2025

​ ​ ​

2026

​

2025

Balance at the beginning of period

​

$

1,750

​

$

1,750

​

$

1,600

​

$

1,800

Provision charged to operations

​

(100)

​

(100)

​

50

​

(150)

Total

​

$

1,650

​

$

1,650

​

$

1,650

​

$

1,650

​

The allowance for credit losses on loans and available for sale debt securities and the reserve for unfunded commitments are established through a provision for credit losses charged against earnings. The following table presents a breakdown of the provision for credit losses for the periods indicated.

​

TABLE 13: Provision for Credit Losses

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

Nine Months Ended September 30,

(Dollars in thousands)

​ ​ ​

2026

​ ​ ​

2025

​ ​

2026

​ ​ ​

2025

Provision for credit losses:

​

​

​

​

​

​

​

​

​

​

​

​

Provision for loans

​

$

2,850

​

$

3,000

​

$

8,950

​

$

8,150

Provision for unfunded commitments

​

(100)

​

(100)

​

50

​

(150)

Total

​

$

2,750

​

$

2,900

​

$

9,000

​

$

8,000

​

TABLE 14: Credit Quality Indicators

Loans by credit quality indicators as of September 30, 2026 were as follows:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​ ​

​

​

​ ​

Special

​ ​

​

​

​ ​

Substandard

​ ​

​

​

(Dollars in thousands)

​

Pass

​

Mention

​

Substandard

​

Nonaccrual

​

Total1

Commercial real estate

​

$

938,794

​

$

7,882

​

$

—

​

$

—

​

$

946,676

Commercial business

​

​

127,114

​

​

106

​

​

—

​

​

—

​

​

127,220

Construction - commercial real estate

​

​

34,562

​

​

—

​

​

—

​

​

—

​

​

34,562

Land acquisition and development

​

​

82,473

​

​

7,794

​

​

—

​

​

—

​

​

90,267

Builder lines

​

​

33,353

​

​

—

​

​

—

​

​

—

​

​

33,353

Construction - consumer real estate

​

31,654

​

—

​

—

​

—

​

31,654

Residential mortgage

​

333,630

​

657

​

58

​

1,095

​

335,440

Equity lines

​

84,245

​

24

​

—

​

—

​

84,269

Other consumer

​

9,645

​

6

​

—

​

6

​

9,657

​

​

$

1,675,470

​

$

16,469

​

$

58

​

$

1,101

​

$

1,693,098

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

(Dollars in thousands)

​

Very Good

​

Good

​

Fairly Good

​

Fair

​

Marginal

​

Total

Consumer finance - automobiles

​

$

53,313

​

$

118,845

​

$

133,648

​

$

79,517

​

$

17,265

​

$

402,588

Consumer finance - marine and recreational vehicles

​

32,091

​

16,453

​

338

​

—

​

—

​

48,882

​

​

$

85,404

​

$

135,298

​

$

133,986

​

$

79,517

​

$

17,265

​

$

451,470

1At September 30, 2026, the Corporation did not have any loans classified as Doubtful or Loss.

​

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​

Loans by credit quality indicators as of December 31, 2025 were as follows:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​ ​

​

​

​ ​

Special

​ ​

​

​

​ ​

Substandard

​ ​

​

​

(Dollars in thousands)

​

Pass

​

Mention

​

Substandard

​

Nonaccrual

​

Total1

Commercial real estate

​

$

835,360

​

$

72

​

$

—

​

$

—

​

$

835,432

Commercial business

​

​

115,710

​

​

—

​

​

—

​

​

—

​

​

115,710

Construction - commercial real estate

​

​

99,604

​

​

—

​

​

—

​

​

—

​

​

99,604

Land acquisition and development

​

​

66,248

​

​

—

​

​

—

​

​

—

​

​

66,248

Builder lines

​

​

37,938

​

​

—

​

​

—

​

​

—

​

​

37,938

Construction - consumer real estate

​

29,288

​

—

​

—

​

—

​

29,288

Residential mortgage

​

317,686

​

655

​

60

​

1,135

​

319,536

Equity lines

​

76,359

​

101

​

—

​

—

​

76,460

Other consumer

​

10,085

​

—

​

—

​

—

​

10,085

​

​

$

1,588,278

​

$

828

​

$

60

​

$

1,135

​

$

1,590,301

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

(Dollars in thousands)

​

Very Good

​

Good

​

Fairly Good

​

Fair

​

Marginal

​

Total

Consumer finance - automobiles

​

$

49,347

​

$

114,539

​

$

135,569

​

$

86,336

​

$

20,521

​

$

406,312

Consumer finance - marine and recreational vehicles

​

38,531

​

19,023

​

409

​

—

​

—

​

57,963

​

​

$

87,878

​

$

133,562

​

$

135,978

​

$

86,336

​

$

20,521

​

$

464,275

1 At December 31, 2025, the Corporation did not have any loans classified as Doubtful or Loss.

​

The increase in loans classified as Special Mention at the community banking segment as of September 30, 2026 compared to December 31, 2025 was due primarily to one commercial relationship that was downgraded during the third quarter of 2026.

​

Table 15 summarizes the Corporation’s credit ratios on a consolidated basis and Table 16 summarizes nonperforming assets by principal business segment as of September 30, 2026 and December 31, 2025.  The mortgage banking segment did not have any nonperforming assets as of September 30, 2026 or December 31, 2025.

​

TABLE 15: Consolidated Credit Ratios

​	​	​	​	​	​	​	​
​	​	September 30,		​	December 31,		​
(Dollars in thousands)	​ ​ ​	2026		​ ​ ​	2025		​
Total loans1	​	$	2,144,568	​	$	2,054,576	​
Nonaccrual loans	​	$	2,020	​	$	2,157	​
Allowance for credit losses (ACL)	​	$	39,638	​	$	39,677	​
Nonaccrual loans to total loans	​	​	0.09	%	​	0.10	%
ACL to total loans	​	​	1.85	%	​	1.93	%
ACL to nonaccrual loans	​	​	1,962.28	%	​	1,839.45	%

1Total loans does not include loans held for sale at the mortgage banking segment.

​

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​

TABLE 16: Nonperforming Assets

​

Community Banking Segment

​

​	​	​	​	​	​	​	​
​	​	September 30,		​	December 31,		​
(Dollars in thousands)	​ ​ ​	2026		​ ​ ​	2025		​ ​ ​
Total loans	​	$	1,693,098	​	$	1,590,301	​
Nonaccrual loans	​	$	1,101	​	$	1,135	​
ACL	​	$	17,807	​	$	17,418	​
Nonaccrual loans to total loans	​	​	0.07	%	​	0.07	%
ACL to total loans	​	​	1.05	%	​	1.10	%
ACL to nonaccrual loans	​		1,617.35	%		1,534.63	%
Annualized year-to-date net charge-offs to average total loans	​	​	0.00	%	​	0.01	%

​

​

Consumer Finance Segment

​

​	​	​	​	​	​	​	​
​	​	September 30,		​	December 31,		​
(Dollars in thousands)	​ ​ ​	2026		​ ​ ​	2025		​ ​ ​
Total loans	​	$	451,470	​	$	464,275	​
Nonaccrual loans	​	$	919	​	$	1,022	​
Repossessed assets	​	$	782	​	$	937	​
ACL	​	$	21,831	​	$	22,259	​
Nonaccrual loans to total loans	​		0.20	%		0.22	%
ACL to total loans	​		4.84	%		4.79	%
ACL to nonaccrual loans	​	​	2,375.52	%	​	2,177.98	%
Annualized year-to-date net charge-offs to average total loans	​	​	2.61	%	​	2.59	%

​

The community banking segment’s nonaccrual loans were $1.1 million at both September 30, 2026 and December 31, 2025. The community banking segment recorded no provision for credit losses in the third quarter of 2026 compared to a net reversal of $100,000 in the third quarter of 2025. For the first nine months of 2026, the community banking segment recorded $450,000 of provision for credit losses compared to a net reversal of $300,000 for the first nine months of 2025 due primarily to the reversal of a specific reserve in the second quarter of 2025 upon the resolution of a nonperforming commercial real estate loan. At September 30, 2026, the allowance for credit losses increased to $17.8 million compared to $17.4 million at December 31, 2025. The allowance for credit losses as a percentage of total loans decreased to 1.05 percent at September 30, 2026 from 1.10 percent at December 31, 2025 due primarily to changes in the forecast of key credit loss model assumptions, primarily the forecast of the national unemployment rate derived from the Federal Open Market Committee of the Federal Reserve Board. Management believes that the level of the allowance for credit losses is adequate to reflect the net amount expected to be collected.

​

Nonaccrual loans at the consumer finance segment were $919,000 at September 30, 2026 compared to $1.0 million at December 31, 2025. Nonaccrual consumer finance loans remain low relative to the allowance for credit losses and the total consumer finance loan portfolio because the consumer finance segment generally initiates repossession of loan collateral once a loan becomes more than 60 days delinquent. Repossessed vehicles of the consumer finance segment are classified as other assets and consist only of vehicles the Corporation has the legal right to sell. Prior to the reclassification from loans to repossessed vehicles, the difference between the carrying amount of each loan and the fair value of each vehicle (i.e., the deficiency) is charged against the allowance for credit losses. At September 30, 2026, repossessed vehicles available for sale totaled $782,000 compared to $937,000 at December 31, 2025.

​

The consumer finance segment experienced net charge-offs at an annualized rate of 2.61 percent of average total loans for the first nine months of 2026 compared to 2.51 percent for the same period of 2025. The allowance for credit losses was $21.8 million, or 4.84 percent of total loans, at September 30, 2026 compared to $22.3 million, or 4.79 percent of total loans, at December 31, 2025. The increases in the net charge-off rate and the allowance for credit losses as a percentage of total loans are due primarily to a mix shift in the portfolio as balances of marine and recreational vehicle loans, which historically have had lower charge-off rates than the automobile portfolio, continued to decrease and increased charge-offs

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​

within the automobile portfolio. At September 30, 2026, total delinquent loans as a percentage of total loans was 3.39 percent compared to 4.38 percent at December 31, 2025 and 4.00 percent at September 30, 2025.

​

The consumer finance segment at times offers payment deferrals to borrowers as a portfolio management technique to achieve higher ultimate cash collections on select loan accounts. Average amounts of payment deferrals of automobile loans on a monthly basis, which are not included in delinquent loans, were 2.05 percent and 1.59 percent of average automobile loans outstanding during the third quarter and first nine months of 2026, respectively, compared to 1.88 percent and 1.79 percent during the same periods of 2025, and 1.40 percent during the second quarter of 2026.  

​

The consumer finance segment is an indirect lender that provides automobile financing through lending programs that are designed to serve customers in both the “prime” and “non-prime” markets, including those who may have limited access to traditional automobile financing due to having experienced prior credit difficulties. The preferred automobile is a later model, low mileage used vehicle because the value of new vehicles typically depreciates rapidly. In addition to automobile financing, marine and RV loan contracts were also previously purchased on an indirect basis through a referral program administered by a third party. The marine and RV loan contracts were for “prime” loans averaging less than $50,000 made to individuals with higher credit scores. The third party administrator of that program significantly decreased sales of those loans to outside parties during 2025, which led to the consumer finance segment ending future purchases during the third quarter of 2025. The marine and RV portfolio is expected to run off over time, subject to normal repayment activity and credit performance.

​

The consumer finance segment’s borrowers have included those considered “non-prime” and, therefore, the anticipated rates of delinquencies, defaults, repossessions and losses on the consumer finance loans may be higher than those experienced in the general automobile finance industry and could be more dramatically affected by changes in general economic conditions. Changes in economic conditions may also affect consumer demand for used automobiles and values of automobiles securing outstanding loans, due to changes in demand or changes in levels of inventory of used automobiles, which may directly affect the amount of a loss incurred by the consumer finance segment in the event of default. While we manage the higher risk inherent in loans made to “non-prime” borrowers through the underwriting criteria, portfolio management and collection methods employed by the consumer finance segment, we cannot guarantee that these criteria or methods will afford adequate protection against these risks. With the consumer finance segment’s scorecard model for purchasing loan contracts, the credit-worthiness of borrowers at origination has improved for automobile loans purchased; however, we cannot provide any assurances regarding the level of the consumer finance segment’s net charge-off ratio in future periods. However, we believe that the current allowance for credit losses is adequate to reflect the net amount expected to be collected on existing consumer finance segment loans that may become uncollectible. If factors influencing the consumer finance segment result in higher net charge-off ratios in future periods, the consumer finance segment may need to increase the level of its allowance for credit losses through additional provisions for credit losses, which could negatively affect future earnings of the consumer finance segment.

​

FINANCIAL CONDITION

​

At September 30, 2026, the Corporation had total assets of $2.8 billion, an increase of $42.7 million since December 31, 2025. The increase was attributable primarily to growth in loans held for investment funded by growth in deposits, borrowings and earnings. The significant components of the Corporation’s Consolidated Balance Sheets are discussed below.

​

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Table of Contents

​

Loan Portfolio

​

Tables 17, 18 and 19 present information pertaining to the composition of loans held for investment, the composition of commercial real estate and construction commercial real estate loans, and the maturity/repricing of certain loans held for investment, respectively.

TABLE 17: Summary of Loans Held for Investment

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

September 30, 2026

​

​

December 31, 2025

(Dollars in thousands)

​ ​ ​

Amount

​

Percent

​

​ ​ ​

Amount

​ ​ ​

Percent

​

Commercial real estate

​

$

946,676

​

44

%

​

$

835,432

​

41

%

Commercial business

​

127,220

6

​

​

115,710

​

5

​

Construction - commercial real estate

​

​

34,562

​

2

​

​

​

99,604

​

5

​

Land acquisition and development

​

90,267

4

​

​

66,248

​

3

​

Builder lines

​

33,353

2

​

​

37,938

​

2

​

Construction - consumer real estate

​

​

31,654

​

1

​

​

​

29,288

​

1

​

Residential mortgage

​

​

335,440

​

15

​

​

​

319,536

​

16

​

Equity lines

​

​

84,269

​

4

​

​

​

76,460

​

3

​

Other consumer

​

​

9,657

​

1

​

​

​

10,085

​

1

​

Consumer finance - automobiles

​

402,588

19

​

​

406,312

​

20

​

Consumer finance - marine and recreational vehicles

​

48,882

2

​

​

57,963

​

3

​

Subtotal

​

2,144,568

100

%

​

2,054,576

​

100

%

Less allowance for credit losses

​

(39,638)

​

​

​

(39,677)

​

​

​

Loans, net

​

$

2,104,930

​

​

​

$

2,014,899

​

​

​

​

During the first nine months of 2026, loans held for investment increased $90.0 million to $2.10 billion at September 30, 2026 due primarily to growth in commercial real estate and land acquisition and development loans, partially offset by a decrease in construction loans at the community banking segment.

​

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​

TABLE 18: Commercial Real Estate and Construction Commercial Real Estate Loans

​

​	​	​	​	​	​	​	​	​	​	​
​	​	September 30, 2026								​
(Dollars in thousands)	​	Amount		​	% of Commercial Real Estate and Construction Commercial Real Estate Loans		​	% of Total		​
Multifamily	​	$	184,041	​	​	18.8	%	​	8.6	%
Retail	​		160,007	​	​	16.3	​	​	7.5	​
Office	​	​	136,328	​	​	13.9	​	​	6.4	​
1-4 family investment properties	​		111,552	​	​	11.4	​	​	5.2	​
Hotels	​	​	101,061	​	​	10.3	​	​	4.7	​
Industrial/warehouse	​	​	92,438	​	​	9.4	​	​	4.3	​
Mini-storage	​	​	73,218	​	​	7.5	​	​	3.4	​
Medical office	​		50,677	​	​	5.2	​	​	2.4	​
Other	​		71,916	​	​	7.2	​	​	3.3	​
​	​	$	981,238	​	​	100	%	​	45.8	%

​

​	​	​	​	​	​	​	​	​	​	​
​	​	December 31, 2025								​
(Dollars in thousands)	​	Amount		​	% of Commercial Real Estate and Construction Commercial Real Estate Loans		​	% of Total		​
Multifamily	​	$	177,215	​	​	19.0	%	​	8.6	%
Retail	​		162,677	​	​	17.4	​	​	7.9	​
Office	​	​	123,274	​	​	13.2	​	​	6.0	​
1-4 family investment properties	​		99,526	​	​	10.6	​	​	4.8	​
Hotels	​	​	100,858	​	​	10.8	​	​	4.9	​
Industrial/warehouse	​	​	85,479	​	​	9.1	​	​	4.2	​
Mini-storage	​	​	66,983	​	​	7.2	​	​	3.3	​
Medical office	​		43,447	​	​	4.6	​	​	2.1	​
Other	​		75,577	​	​	8.1	​	​	3.7	​
​	​	$	935,036	​	​	100	%	​	45.5	%

​

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Table of Contents

​

TABLE 19: Maturity/Repricing Schedule of Loans Held for Investment

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

September 30, 2026

(Dollars in thousands)

​

Commercial

​

Consumer

​

Consumer Finance

​

Total

Variable Rate:

​

​

​

​

​

​

​

​

​

​

​

​

​

Within 1 year

​

$

357,938

​

$

85,067

​

$

—

​

$

443,005

​

1 to 5 years

​

102,640

​

​

845

​

​

—

​

​

103,485

​

5 to 15 years

​

​

7,562

​

​

2,333

​

​

—

​

​

9,895

​

After 15 years

​

—

​

​

—

​

​

—

​

​

—

​

Fixed Rate:

​

​

​

​

​

​

​

​

​

​

​

​

​

Within 1 year

​

​

117,571

​

​

11,687

​

​

5,042

​

​

134,300

​

1 to 5 years

​

490,263

​

​

120,052

​

​

205,365

​

​

815,680

​

5 to 15 years

​

​

174,459

​

​

164,952

​

​

241,063

​

​

580,474

​

After 15 years

​

13,299

​

​

44,430

​

​

—

​

​

57,729

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

$

1,263,732

​

$

429,366

​

$

451,470

​

$

2,144,568

​

​

Securities

​

The investment portfolio plays a primary role in the management of the Corporation’s interest rate sensitivity. In addition, the portfolio serves as a source of liquidity and is used as needed to meet collateral requirements. The investment portfolio consists of securities available for sale, which may be sold in response to changes in market interest rates, changes in prepayment risk, increases in loan demand, general liquidity needs and other similar factors. These securities are carried at estimated fair value. At September 30, 2026 and December 31, 2025, all debt securities in the Corporation’s investment portfolio were classified as available for sale.

​

The following table sets forth the composition of the Corporation’s securities available for sale in dollar amounts at fair value and as a percentage of the Corporation’s total securities available for sale at the dates indicated.

​

TABLE 20: Securities Available for Sale

​

​	​	​	​	​	​	​	​	​	​	​	​
​	​	September 30, 2026				​	December 31, 2025
(Dollars in thousands)	​ ​ ​	Amount		​ ​ ​	Percent	​ ​ ​	Amount		​ ​ ​	Percent
U.S. Treasury securities	​	$	4,964	​	1	%	$	4,887	​	1	%
U.S. government agencies and corporations	​	​	21,988	​	5	​	​	55,710	​	12	​
Mortgage-backed securities	​		244,501	​	54	​		205,832	​	45	​
Obligations of states and political subdivisions	​		148,867	​	33	​		157,091	​	34	​
Corporate and other debt securities	​		33,737	​	7	​		34,591	​	8	​
Total available for sale securities at fair value	​	$	454,057	​	100	%	$	458,111	​	100	%

​

During the first nine months of 2026, securities available for sale decreased $4.1 million to $454.1 million at September 30, 2026. Net unrealized losses in the market value of securities available for sale increased to $29.4 million at September 30, 2026 compared to $12.9 million at December 31, 2025, due primarily to an increase in debt security market interest rates.

​

For more information about the Corporation’s securities available for sale, including information about securities in an unrealized loss position at September 30, 2026 and December 31, 2025, see Part I, Item 1, “Financial Statements” under the heading “Note 2: Securities” in this Quarterly Report on Form 10-Q.

​

The following table presents additional information pertaining to the composition of the securities portfolio at amortized cost, by the earlier of contractual maturity or expected maturity.  Expected maturities will differ from contractual maturities because borrowers may have the right to prepay obligations with or without call or prepayment penalties. The total effective duration of the investment portfolio was 4.4 years as of September 30, 2026.

​

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​

TABLE 21: Maturity of Securities

​	​	​	​	​	​	​
​	​	​	​	​	​	​
​	​	September 30, 2026				​
​	​ ​ ​	​	​	​ ​ ​	Weighted	​ ​ ​
​	​	Amortized		​	Average	​
(Dollars in thousands)	​	Cost		​	Yield 1	​
U.S. Treasury securities:	​	​	​	​	​	​
Maturing within 1 year	​	$	4,998		1.38	%
Total U.S. Treasury securities	​		4,998		1.38	​
U.S. government agencies and corporations:	​	​	​	​	​	​
Maturing within 1 year	​	​	2,520		1.80	​
Maturing after 1 year, but within 5 years	​		19,007		1.56	​
Maturing after 5 years, but within 10 years	​		2,075		3.98	​
Maturing after 10 years	​		111		2.35	​
Total U.S. government agencies and corporations	​		23,713		1.80	​
Mortgage-backed securities:	​	​	​	​	​	​
Maturing within 1 year	​		35,656	​	3.61	​
Maturing after 1 year, but within 5 years	​		106,816	​	3.77	​
Maturing after 5 years, but within 10 years	​		71,682	​	4.22	​
Maturing after 10 years	​		46,225	​	4.83	​
Total mortgage-backed securities	​		260,379		4.06	​
States and municipals:1	​	​	​	​	​	​
Maturing within 1 year	​		16,478	​	4.14	​
Maturing after 1 year, but within 5 years	​		28,357	​	3.29	​
Maturing after 5 years, but within 10 years	​		33,597	​	4.24	​
Maturing after 10 years	​		81,050	​	4.88	​
Total states and municipals	​		159,482		4.39	​
Corporate and other debt securities:	​	​	​	​	​	​
Maturing within 1 year	​		8,935		3.53	​
Maturing after 1 year, but within 5 years	​		9,250		6.87	​
Maturing after 5 years, but within 10 years	​		16,709		7.02	​
Total corporate and other debt securities	​		34,894		6.09	​
Total securities:	​	​	​	​	​	​
Maturing within 1 year	​		68,587		3.50	​
Maturing after 1 year, but within 5 years	​		163,430		3.61	​
Maturing after 5 years, but within 10 years	​		124,063		4.60	​
Maturing after 10 years	​		127,386		4.86	​
Total securities	​	$	483,466		4.18	​

1. Yields on tax-exempt securities have been computed on a taxable-equivalent basis using the federal corporate income tax rate of 21 percent. The weighted average yield is calculated based on the relative amortized costs of the securities.

Deposits

​

The Corporation’s predominant source of funds is depository accounts, which are comprised of demand deposits, savings and money market accounts and time deposits. The Corporation’s deposits are principally provided by individuals and businesses located within the communities served.

​

During the first nine months of 2026, deposits increased $10.4 million to $2.36 billion at September 30, 2026 due primarily to increases in time deposits and noninterest-bearing demand deposits, partially offset by a decrease in savings, money market and interest-bearing demand deposits. The increase in deposits was due in part to higher average balances within deposit accounts and the opening of new deposit accounts. Municipal deposits decreased $42.8 million to $119.6 million at September 30, 2026 due primarily to seasonal factors caused by the timing of tax collections.

​

The Corporation had $17.9 million and $25.0 million in brokered time deposits outstanding at September 30, 2026 and December 31, 2025, respectively.  The Corporation may continue to use brokered deposits on a limited basis as a means of maintaining and diversifying liquidity and funding sources.

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​

​

Borrowings

​

During the first nine months of 2026, borrowings increased $24.8 million to $138.1 million at September 30, 2026 due primarily to an increase in FHLB advances during the first nine months of 2026 that were used to help fund loan growth.

​

Liquidity

​

The objective of the Corporation’s liquidity management is to ensure the continuous availability of funds to satisfy the credit needs of our customers and the demands of our depositors, creditors and investors. Stable core deposits and a strong capital position are the components of a solid foundation for the Corporation’s liquidity position. Additional sources of liquidity available to the Corporation include cash flows from operations, loan payments and payoffs, deposit growth, maturities, calls and sales of securities, the issuance of brokered certificates of deposit and the capacity to borrow additional funds. Depending on the Corporation’s liquidity levels, conditions in the capital markets and other factors, the Corporation may from time to time consider the issuance of debt, equity or other securities, the proceeds of which could provide additional liquidity for our operations.

​

Liquid assets, which include cash and due from banks, interest-bearing deposits at other banks and unpledged securities available for sale, totaled $389.4 million at September 30, 2026 compared to $406.4 million at December 31, 2025. The Corporation’s funding sources at September 30, 2026 are presented in Table 22. The Corporation’s capacity was $706.7 million and $714.8 million at September 30, 2026 and December 31, 2025, respectively, and the Corporation’s amount available decreased $33.1 million from December 31, 2025 due primarily to an increase in FHLB advances during the first nine months of 2026.

​

TABLE 22: Funding Sources

​

​

​	​	​	​	​	​	​	​	​	​
​	​	September 30, 2026
(Dollars in thousands)	​	Capacity		​ ​ ​	Outstanding		​ ​ ​	Available
Unsecured federal funds agreements	​	$	75,000	​	$	—	​	$	75,000
Borrowings from FHLB	​		288,819	​		65,000	​		223,819
Borrowings from FRB	​		342,876	​		—	​		342,876
Total	​	$	706,695	​	$	65,000	​	$	641,695

​

​	​	​	​	​	​	​	​	​	​
​	​	December 31, 2025
(Dollars in thousands)	​	Capacity		​ ​ ​	Outstanding		​ ​ ​	Available
Unsecured federal funds agreements	​	$	75,000	​	$	—	​	$	75,000
Borrowings from FHLB	​		276,703	​		40,000	​		236,703
Borrowings from FRB	​		363,100	​		—	​		363,100
Total	​	$	714,803	​	$	40,000	​	$	674,803

​

We have no reason to believe these arrangements will not be renewed at maturity. Additional loans and securities are available that can be pledged as collateral for future borrowings from the FHLB and FRB above the current lendable collateral value. Our ability to maintain sufficient liquidity may be affected by numerous factors, including economic conditions nationally and in our markets. Depending on our liquidity levels, our capital position, conditions in the capital markets, our business operations and initiatives, and other factors, we may from time to time consider the issuance of debt, equity or other securities or other possible capital market transactions, the proceeds of which could provide additional liquidity for our operations.

​

Uninsured deposits represent an estimate of amounts above the Federal Deposit Insurance Corporation (FDIC) insurance coverage limit of $250,000. As of September 30, 2026, the Corporation’s uninsured deposits were approximately $720.4 million, or 30.6 percent of total deposits, compared to $710.4 million, or 30.3 percent of total deposits as of December 31, 2025. Excluding intercompany cash holdings and municipal deposits which are secured with pledged securities, amounts uninsured were approximately $587.2 million, or 24.9 percent of total deposits as of September 30, 2026, compared to $527.8 million, or 22.5 percent of total deposits as of December 31, 2025. The Corporation’s liquid assets and borrowing

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​

availability as of September 30, 2026 totaled $1.03 billion, exceeding uninsured deposits, excluding intercompany cash holdings and secured municipal deposits, by $443.9 million.

​

The Corporation’s internal policy limits brokered deposits to 20 percent of total deposits, representing approximately $566.6 million of net availability for additional brokered deposits as of September 30, 2026.

​

In the ordinary course of business, the Corporation has entered into contractual obligations and has made other commitments to make future payments.  For further information concerning the Corporation’s expected timing of such payments, refer to “Item 8. Financial Statements and Supplementary Data,” under the headings “Note 9: Leases,” “Note 11: Borrowings,” and “Note 18: Commitments and Contingent Liabilities” in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2025.

​

As a result of the Corporation’s management of liquid assets and the ability to generate liquidity through liability funding, management believes that the Corporation maintains overall liquidity sufficient to satisfy its operational requirements and contractual obligations.

​

Capital Resources

​

The assessment of capital adequacy depends on such factors as asset quality, liquidity, earnings performance, and changing competitive conditions and economic forces. We regularly review the adequacy of the Corporation’s and the Bank’s capital. We maintain a structure that will assure an adequate level of capital to support anticipated asset growth and to absorb potential losses. While we will continue to look for opportunities to invest capital in profitable growth, share repurchases are another tool that facilitates improving shareholder return, as measured by ROE and earnings per share.

​

The disclosure below presents the Corporation’s and the Bank’s actual capital amounts and ratios under currently applicable regulatory capital standards.  Under the small bank holding company policy statement of the Federal Reserve Board, which applies to certain bank holding companies with consolidated total assets of less than $3 billion, the Corporation was not subject to regulatory capital requirements at September 30, 2026. The following tables reflect the Corporation’s consolidated capital as determined under regulations that apply to bank holding companies that are not small bank holding companies and minimum capital requirements that would apply to the Corporation if it were not a small bank holding company.  Although the minimum regulatory capital requirements are not applicable to the Corporation, the Corporation calculates these ratios for its own planning and monitoring purposes. Total risk-weighted assets at September 30, 2026 for the Corporation were $2.33 billion and for the Bank were $2.30 billion. Total risk-weighted assets at December 31, 2025 for the Corporation were $2.26 billion and for the Bank were $2.23 billion. As of September 30, 2026, the Bank met all capital adequacy requirements to which it is subject.

​

TABLE 23: Regulatory Capital

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

September 30, 2026

​

​

​

​

​

​

​

​

Minimum Capital

​

Well Capitalized

​

​

​

Actual

​

Requirements

​

Requirements

​

(Dollars in thousands)

​ ​Amount

​

Ratio

​

Amount

​

Ratio

​

Amount

​

Ratio

​

The Corporation

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total risk-based capital ratio

​

$

363,253

​

15.7

%

$

185,097

​

8.0

%

$

N/A

​

N/A

%

Tier 1 risk-based capital ratio

​

​

294,179

​

12.7

​

​

138,822

​

6.0

​

​

N/A

​

N/A

​

Common Equity Tier 1 capital ratio

​

​

269,179

​

11.6

​

​

104,117

​

4.5

​

​

N/A

​

N/A

​

Tier 1 leverage ratio

​

​

294,179

​

10.5

​

​

111,798

​

4.0

​

​

N/A

​

N/A

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

The Bank

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total risk-based capital ratio

​

$

343,162

​

15.0

%

$

182,793

​

8.0

%

$

228,491

​

10.0

%

Tier 1 risk-based capital ratio

​

​

314,443

​

13.8

​

​

137,095

​

6.0

​

​

182,793

​

8.0

​

Common Equity Tier 1 capital ratio

​

​

314,443

​

13.8

​

​

102,821

​

4.5

​

​

148,519

​

6.5

​

Tier 1 leverage ratio

​

​

314,443

​

11.3

​

​

110,875

​

4.0

​

​

138,593

​

5.0

​

​

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​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 2025

​

​

​

​

​

​

​

​

Minimum Capital

​

Well Capitalized

​

​

​

Actual

​

Requirements

​

Requirements

​

(Dollars in thousands)

​

​ ​Amount

​

Ratio

​

Amount

​

Ratio

​

Amount

​

Ratio

​

The Corporation

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total risk-based capital ratio

​

$

342,856

​

15.2

%

$

180,649

​

8.0

%

$

N/A

​

N/A

%

Tier 1 risk-based capital ratio

​

​

274,469

​

12.2

​

​

135,487

​

6.0

​

​

N/A

​

N/A

​

Common Equity Tier 1 capital ratio

​

​

249,469

​

11.0

​

​

101,615

​

4.5

​

​

N/A

​

N/A

​

Tier 1 leverage ratio

​

​

274,469

​

10.0

​

​

110,060

​

4.0

​

​

N/A

​

N/A

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

The Bank

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total risk-based capital ratio

​

$

330,859

​

14.8

%

$

178,421

​

8.0

%

$

223,026

​

10.0

%

Tier 1 risk-based capital ratio

​

​

302,815

​

13.6

​

​

133,816

​

6.0

​

​

178,421

​

8.0

​

Common Equity Tier 1 capital ratio

​

​

302,815

​

13.6

​

​

100,362

​

4.5

​

​

144,967

​

6.5

​

Tier 1 leverage ratio

​

​

302,815

​

11.1

​

​

109,173

​

4.0

​

​

136,466

​

5.0

​

​

The regulatory risk-based capital amounts presented above include:  (1) common equity tier 1 capital (CET1) which consists principally of common stock (including surplus) and retained earnings with adjustments for goodwill and intangible assets; (2) additional Tier 1 capital which consists principally of the Corporation’s “grandfathered” trust preferred securities of $25.0 million; and (3) Tier 2 capital which consists of a limited amount of the allowance for credit losses and $40.0 million of outstanding subordinated notes of the Corporation. Total Risk-Based Capital is comprised of CET1, additional Tier 1 capital and Tier 2 capital. The Total Risk-Based Capital ratio, Tier 1 Risk-Based Capital ratio and Common Equity Tier 1 Capital ratio are calculated as a percentage of risk-weighted assets. The Tier 1 Leverage ratio is calculated as a percentage of average tangible assets. In addition, the Corporation has made the one-time irrevocable election to continue treating accumulated other comprehensive income (AOCI) under regulatory standards that were in place prior to the Basel III Final Rule in order to eliminate volatility of regulatory capital that can result from fluctuations in AOCI and the inclusion of AOCI in regulatory capital, as would otherwise be required under the Basel III Capital Rule. As a result of this election, changes in AOCI, including unrealized losses on securities available for sale, do not affect regulatory capital amounts shown in the table above for the Corporation or the Bank. For additional information about the Basel III Final Rules, see “Item 1. Business” under the heading “Regulation and Supervision” and “Item 8. Financial Statements and Supplementary Data,” under the heading “Note 17: Regulatory Requirements and Restrictions” in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2025.

​

In addition to the regulatory risk-based capital requirements, the Bank must maintain a capital conservation buffer of 2.5 percent of risk-weighted assets as required by the Basel III Final Rule. Including the capital conservation buffer, the minimum ratios are a common equity Tier 1 risk-based capital ratio of 7.0 percent, a Tier 1 risk-based capital ratio of 8.5 percent, and a total risk-based capital ratio of 10.5 percent. The Corporation and the Bank exceeded these ratios at September 30, 2026 and December 31, 2025.

​

The Corporation’s capital resources are impacted by its share repurchase programs. The Board of Directors authorized a program, effective January 1, 2026 through December 31, 2026, to repurchase up to $5.0 million of the Corporation’s common stock (the 2026 Repurchase Program). Repurchases under the 2026 Repurchase Program may be made through privately negotiated transactions or open market transactions, including pursuant to a trading plan in accordance with Rule 10b5-1 and/or Rule 10b-18 under the Securities Exchange Act of 1934, as amended (Exchange Act) and shares repurchased will be returned to the status of authorized and unissued shares of common stock. The timing, number and purchase price of shares repurchased under the program will be determined by management in its discretion and will depend on a number of factors, including the market price of the shares, general market and economic conditions, applicable legal requirements and other conditions, and there is no assurance that the Corporation will purchase any additional shares under the 2026 Repurchase Program. During the nine months ended September 30, 2026, the Corporation repurchased 8,377 shares, or $622,000, of its common stock under the 2026 Repurchase Program. As of September 30, 2026, there was $4.38 million remaining available for repurchases of the Corporation’s common stock under the 2026 Repurchase Program.

​

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​

USE OF CERTAIN NON-GAAP FINANCIAL MEASURES

​

The accounting and reporting policies of the Corporation conform to GAAP in the United States and prevailing practices in the banking industry. However, certain non-GAAP measures are used by management to supplement the evaluation of the Corporation’s performance. These include adjusted net income for the Corporation and for the community banking segment, adjusted earnings per share, annualized adjusted ROE, annualized ROTCE, annualized adjusted ROTCE, annualized adjusted ROA, net tangible income attributable to the Corporation, ROTCE, tangible book value per share, and the following fully-taxable equivalent (FTE) measures: interest and fees on loans-FTE, interest and dividends on securities-FTE, total interest income-FTE, net interest income-FTE and net interest margin-FTE. Interest on tax-exempt loans and securities is presented on a taxable-equivalent basis (which converts the income on loans and investments for which no income taxes are paid to the equivalent yield as if income taxes were paid) using the federal corporate income tax rate of 21 percent that was applicable for all periods presented.

​

Management believes that the use of these non-GAAP measures provides meaningful information about operating performance by enhancing comparability with other financial periods, other financial institutions, and between different sources of interest income. The non-GAAP measures used by management enhance comparability by excluding the effects of balances of intangible assets, including goodwill, that vary significantly between institutions, and tax benefits that are not consistent across different opportunities for investment. These non-GAAP financial measures should not be considered an alternative to, or more important than, GAAP-basis financial statements, and other bank holding companies may define or calculate these or similar measures differently. A reconciliation of the non-GAAP financial measures used by the Corporation to evaluate and measure the Corporation’s performance to the most directly comparable GAAP financial measures is presented below.

​

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​

TABLE 24: Non-GAAP Table

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

​

Nine Months Ended September 30,

​

(Dollars in thousands, except per share amounts)

​

2026

​

2025

​

​

2026

​

2025

​

Reconciliation of Certain Non-GAAP Financial Measures

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Adjusted Net Income and Adjusted Earnings Per Share

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Net income, as reported

​

$

8,257

​

$

7,113

​

​

$

23,677

​

$

20,275

​

Gain on sale of other equity interest1

​

​

-

​

​

-

​

​

​

(6,375)

​

​

-

​

Loss on securities portfolio restructuring2

​

​

-

​

​

-

​

​

​

5,632

​

​

-

​

Adjusted net income

​

$

8,257

​

$

7,113

​

​

$

22,934

​

$

20,275

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Weighted average shares - basic and diluted

​

​

3,251,418

​

​

3,238,057

​

​

​

3,250,699

​

​

3,237,256

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Earnings per share - basic and diluted, as reported

​

$

2.55

​

$

2.18

​

​

$

7.26

​

$

6.22

​

Gain on sale of other equity interest1

​

​

-

​

​

-

​

​

​

(1.96)

​

​

-

​

Loss on securities portfolio restructuring2

​

​

-

​

​

-

​

​

​

1.73

​

​

-

​

Adjusted earnings per share - basic and diluted

​

$

2.55

​

$

2.18

​

​

$

7.03

​

$

6.22

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Adjusted Net Income, Community Banking Segment

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Net income, community banking segment, as reported

​

$

8,914

​

$

7,378

​

​

$

24,197

​

$

19,939

​

Gain on sale of other equity interest1

​

​

-

​

​

-

​

​

​

(6,375)

​

​

-

​

Loss on securities portfolio restructuring2

​

​

-

​

​

-

​

​

​

5,632

​

​

-

​

Adjusted net income, community banking segment

​

$

8,914

​

$

7,378

​

​

$

23,454

​

$

19,939

​

​

​

​

​

1 Sale of other equity interest is net of related income tax expense of $1.9 million for the nine months ended September 30, 2026.

2 Securities portfolio restructuring is net of related income tax benefit of $1.5 million for the nine months ended September 30, 2026.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended September 30,

​

​

Nine Months Ended September 30,

​

(Dollars in thousands, except per share amounts)

​

2026

​

2025

​

​

2026

​

2025

​

Adjusted ROE

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Average total equity, as reported

​

$

278,440

​

$

245,218

​

​

$

271,999

​

$

237,998

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Annualized ROE, as reported

​

​

11.86

%

​

11.60

%

​

​

11.60

%

​

11.36

%

Annualized Adjusted ROE

​

​

11.86

%

​

11.60

%

​

​

11.24

%

​

11.36

%

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Adjusted ROA

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Average total assets, as reported

​

$

2,804,320

​

$

2,691,263

​

​

$

2,799,599

​

$

2,636,916

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Annualized ROA, as reported

​

​

1.18

%

​

1.06

%

​

​

1.13

%

​

1.02

%

Annualized Adjusted ROA

​

​

1.18

%

​

1.06

%

​

​

1.09

%

​

1.02

%

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Return on Average Tangible Common Equity

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Average total equity, as reported

​

$

278,440

​

$

245,218

​

​

$

271,999

​

$

237,998

​

Average goodwill

​

​

(25,191)

​

​

(25,191)

​

​

​

(25,191)

​

​

(25,191)

​

Average other intangible assets

​

​

(843)

​

​

(985)

​

​

​

(869)

​

​

(1,049)

​

Average noncontrolling interest

​

​

(471)

​

​

(538)

​

​

​

(623)

​

​

(702)

​

Average tangible common equity

​

$

251,935

​

$

218,504

​

​

$

245,316

​

$

211,056

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Net income

​

$

8,257

​

$

7,113

​

​

$

23,677

​

$

20,275

​

Amortization of intangibles

​

​

25

​

​

63

​

​

​

75

​

​

188

​

Net loss (income) attributable to noncontrolling interest

​

​

18

​

​

(38)

​

​

​

(92)

​

​

(141)

​

Net tangible income attributable to C&F Financial Corporation

​

$

8,300

​

$

7,138

​

​

$

23,660

​

$

20,322

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Adjusted net income

​

$

8,257

​

$

7,113

​

​

$

22,934

​

$

20,275

​

Amortization of intangibles

​

​

25

​

​

63

​

​

​

75

​

​

188

​

Net loss (income) attributable to noncontrolling interest

​

​

18

​

​

(38)

​

​

​

(92)

​

​

(141)

​

Adjusted net tangible income attributable to C&F Financial Corporation

​

$

8,300

​

$

7,138

​

​

$

22,917

​

$

20,322

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Annualized ROE, as reported

​

​

11.86

%

​

11.60

%

​

​

11.60

%

​

11.36

%

Annualized return on average tangible common equity

​

​

13.18

%

​

13.07

%

​

​

12.86

%

​

12.84

%

Annualized adjusted return on average tangible common equity

​

​

13.18

%

​

13.07

%

​

​

12.45

%

​

12.84

%

​

72

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​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

(Dollars in thousands)

​

Three Months Ended September 30,

​

​

Nine Months Ended September 30,

Fully Taxable Equivalent Net Interest Income1

​

2026

​

2025

​

​

2026

​

2025

​

Interest and fees on loans

​

$

36,693

​

$

34,683

​

​

$

107,098

​

$

100,781

​

FTE adjustment

​

​

47

​

​

52

​

​

​

142

​

​

148

​

FTE interest and fees on loans

​

$

36,740

​

$

34,735

​

​

$

107,240

​

$

100,929

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Interest and dividends on securities

​

$

4,611

​

$

3,381

​

​

$

12,581

​

$

9,763

​

FTE adjustment

​

​

311

​

​

266

​

​

​

900

​

​

760

​

FTE interest and dividends on securities

​

$

4,922

​

$

3,647

​

​

$

13,481

​

$

10,523

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total interest income

​

$

41,576

​

$

38,783

​

​

$

121,073

​

$

112,178

​

FTE adjustment

​

​

358

​

​

318

​

​

​

1,042

​

​

908

​

FTE interest income

​

$

41,934

​

$

39,101

​

​

$

122,115

​

$

113,086

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Net interest income

​

$

30,174

​

$

27,174

​

​

$

86,973

​

$

78,692

​

FTE adjustment

​

​

358

​

​

318

​

​

​

1,042

​

​

908

​

FTE net interest income

​

$

30,532

​

$

27,492

​

​

$

88,015

​

$

79,600

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Net interest margin

​

​

4.47

%

​

4.19

%

​

​

4.35

%

​

4.17

%

FTE adjustment

​

​

0.06

%

​

0.05

%

​

​

0.06

%

​

0.04

%

FTE net interest margin

​

​

4.53

%

​

4.24

%

​

​

4.41

%

​

4.21

%

​

1 Assuming a tax rate of 21%.

​

​

​

​

​

​	​	​	​	​	​	​
​	​	September 30,		​	December 31,
(Dollars in thousands, except per share amounts)	​	2026		​	2025
Tangible Book Value Per Share	​	​	​	​	​	​
Equity attributable to C&F Financial Corporation	​	$	268,753	​	$	261,753
Less goodwill	​	​	(25,191)	​	​	(25,191)
Less other intangible assets	​	​	(834)	​	​	(909)
Tangible equity attributable to C&F Financial Corporation	​	$	242,728	​	$	235,653
​	​	​	​	​	​	​
Shares outstanding	​	​	3,251,123	​	​	3,245,972
​	​	​	​	​	​	​
Book value per share	​	$	82.66	​	$	80.64
Tangible book value per share	​	$	74.66	​	$	72.60

​

​

​

​

​

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​

CAUTIONARY STATEMENT ABOUT FORWARD-LOOKING STATEMENTS

​

This report contains statements concerning the Corporation’s expectations, plans, objectives or beliefs regarding future financial performance and other statements that are not historical facts, which may constitute “forward-looking statements” as defined by federal securities laws.  Forward-looking statements generally can be identified by the use of words such as “believe,” “expect,” “anticipate,” “estimate,” “plan,” “may,” “might,” “will,” “intend,” “target,” “should,” “could,” or similar expressions, are not statements of historical fact, and are based on management’s beliefs, assumptions and expectations regarding future events or performance as of the date of this report, taking into account all information currently available to management.  These statements may include, but are not limited to: statements regarding expected future operations and financial performance; expected trends in yields on loans; expected future recovery of investments in debt securities; future dividend payments and share repurchases; deposit trends; charge-offs and delinquencies; changes in cost of funds and net interest margin and items affecting net interest margin; strategic business initiatives, including our expansion into Lynchburg, Virginia, and the anticipated effects thereof; expected impact of unrealized losses on earnings and regulatory capital of the Corporation or the Bank; expected renewal of unsecured federal funds agreements; mortgage loan originations; expectations regarding the Bank’s regulatory risk-based capital requirement levels; competition; our loan portfolio; our digital services; the adoption of artificial intelligence; improving operational efficiencies; retention of qualified loan officers and expectations regarding new mortgage loan originations; expectations regarding the runoff of the marine and recreational vehicle portfolio; technology initiatives; our diversified business strategy; asset quality; credit quality; adequacy of allowances for credit losses and the level of future charge-offs; market interest rates and housing inventory and resulting effects on mortgage loan origination volume; sources of liquidity; adequacy of the reserve for indemnification losses related to loans sold in the secondary market; capital levels; the effect of future market and industry trends and conditions; the effects of future interest rate levels and fluctuations; cybersecurity risks; and inflation. These forward-looking statements are subject to significant risks and uncertainties due to factors that could have a material adverse effect on the operations and future prospects of the Corporation including, but not limited to, changes in:

​

● interest rates, such as volatility in short-term interest rates or yields on U.S. Treasury bonds, fluctuations in interest rates following actions by the Federal Reserve and increases or volatility in mortgage interest rates

●general business conditions, as well as conditions within the financial markets

●general economic conditions, including unemployment levels, inflation rates, supply chain disruptions, slowdowns in economic growth and government shutdowns

●general market conditions, including disruptions due to pandemics or significant health hazards, severe weather conditions, natural disasters, terrorist activities, financial crises, political crises, changes in trade policy and the implementation of tariffs, geopolitical tensions, war and other military conflicts (including the conflict in the Middle East and potential associated impacts on interest rates and energy prices) or other major events, or the prospect of these events

●average loan yields and securities yields and average costs of interest-bearing deposits and borrowings

●financial services industry conditions, including bank failures or rumors of such failures, the soundness of other financial institutions or concerns involving liquidity, along with actions taken by governmental agencies to address such conditions, and the effects on financial institutions, including us, on, among other things, the ability to attract or retain depositors and to borrow or raise capital

●labor market conditions, including attracting, hiring, training, motivating and retaining qualified employees

●the legislative and regulatory climate, regulatory initiatives with respect to financial institutions, products and services, the Consumer Financial Protection Bureau (the CFPB) and the regulatory and enforcement activities of the CFPB

●monetary and fiscal policies of the U.S. Government, including policies of the FDIC, U.S. Department of the Treasury and the Board of Governors of the Federal Reserve System (the Federal Reserve Board), and the effect of these policies on interest rates and business in our markets

●demand for financial services in the Corporation’s market areas

●the value of securities held in the Corporation’s investment portfolios

●the quality or composition of the loan portfolios and the value of the collateral securing those loans

●the inventory level, demand and fluctuations in the pricing of used automobiles, including sales prices of repossessed vehicles

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​

●the level of automobile loan delinquencies or defaults and our ability to repossess automobiles securing delinquent automobile finance installment contracts

●the level of net charge-offs on loans and the adequacy of our allowance for credit losses

●the level of indemnification losses related to mortgage loans sold

●demand for loan products

●deposit flows

●the possibility that the expected financial impacts of the Portfolio Restructuring may differ from current expectations, as well as business, economic, tax and other factors affecting the Portfolio Restructuring

●the strength of the Corporation’s counterparties

●the availability of lines of credit from the FHLB and other counterparties

●competition from both banks and non-banks, including competition in the automobile finance market

●services provided by, or the level of the Corporation’s reliance upon, third parties for key services

●the commercial and residential real estate markets, including changes in property values

●the demand for residential mortgages and conditions in the secondary residential mortgage loan markets

●the Corporation’s technology initiatives and other strategic initiatives

●the Corporation’s branch expansion, relocation and consolidation plans

●cyber threats, attacks or events, including emerging issues related to the development and use of artificial intelligence that could give rise to legal or regulatory action or increase cybersecurity threats

●C&F Bank’s product offerings

●accounting principles, policies and guidelines, and elections made by the Corporation thereunder

​

These risks and uncertainties, and the risks discussed in more detail in Item 1A. “Risk Factors” of Part I of the Corporation's Annual Report on Form 10-K for the year ended December 31, 2025 and other reports filed with the SEC should be considered in evaluating the forward-looking statements contained herein.

​

Readers should not place undue reliance on any forward-looking statement. There can be no assurance that actual results will not differ materially from historical results or those expressed in or implied by such forward-looking statements, or that the beliefs, assumptions and expectations underlying such forward-looking statements will be proven to be accurate. Forward-looking statements are made as of the date of this report and we undertake no obligation to update or revise any forward-looking statement to reflect events or circumstances arising after the date on which the statement was made, except as otherwise required by law.

​

75

Table of Contents

​

ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

​

The Corporation’s primary component of market risk is interest rate volatility. Fluctuations in interest rates will affect the amount of interest income and expense the Corporation receives or pays on a significant portion of its assets and liabilities and the market value of its interest-earning assets and interest-bearing liabilities, excluding those which have a very short term until maturity. The Corporation does not subject itself to foreign currency exchange rate risk or commodity price risk due to the current nature of its operations. The Corporation has established a comprehensive enterprise risk management program to monitor risks related to its operations, including market risk, and the Corporation’s Chief Risk Officer has primary responsibility for the enterprise risk management program.

​

The Corporation’s Asset/Liability Committee meets at least quarterly with the primary objective of maximizing current and future net interest income within acceptable levels of interest rate risk while satisfying liquidity and capital requirements. Management recognizes that a certain amount of interest rate risk is inherent and appropriate. Thus, the goal of interest rate risk management is to maintain a balance between risk and reward such that net interest income is maximized while risk is maintained at an acceptable level. The objective of the Corporation’s liquidity management is to meet the Corporation’s liquidity requirements by ensuring the continuous availability of funds to satisfy the credit needs of our customers and the demands of our depositors, creditors and investors. Stable core deposits and a strong capital position are the components of a solid foundation for the Corporation’s liquidity position. Management continuously monitors cash flows, including deposit flows, loan fundings and draws, securities payments and borrowing maturities, and the impact of changes in interest rates on these cash flows. Additionally, management tracks uninsured deposits, unpledged securities and unpledged loans among other liquidity metrics.

​

The Corporation assumes interest rate risk in the normal course of operations. The fair values of most of the Corporation’s financial instruments will change when interest rates change and that change may be either favorable or unfavorable to the Corporation. Management attempts to match maturities and repricing dates of assets and liabilities to the extent believed necessary to balance minimizing interest rate risk and increasing net interest income in current market conditions. However, borrowers with fixed rate obligations are less likely to prepay in a rising rate environment and more likely to prepay in a falling rate environment. Conversely, depositors who are receiving fixed rates are more likely to withdraw funds before maturity in a rising rate environment and less likely to do so in a falling rate environment. Management monitors rates, maturities and repricing dates of assets and liabilities and attempts to manage interest rate risk by adjusting terms of new loans, deposits and borrowings, by investing in securities with terms that manage the Corporation’s overall interest rate risk, and in some cases by using derivative contracts to reduce the Corporation’s overall exposure to changes in interest rates. The Corporation does not enter into interest rate-sensitive instruments for trading purposes.

​

We use simulation analysis to assess earnings at risk and economic value of equity (EVE) analysis to assess economic value at risk. These methods allow management to regularly monitor both the direction and magnitude of the Corporation’s interest rate risk exposure. These modeling techniques involve assumptions and estimates that inherently cannot be measured with complete precision. Key assumptions in the analyses include maturity and repricing characteristics of both assets and liabilities, prepayments on amortizing assets, other embedded options, non-maturity deposit sensitivity and loan and deposit pricing. These assumptions are inherently uncertain due to the timing, magnitude and frequency of rate changes and changes in market conditions and management strategies, among other factors. However, the analyses are useful in quantifying risk and provide a relative gauge of the Corporation’s interest rate risk position over time.

​

Simulation analysis evaluates the potential effect of upward and downward changes in market interest rates on future net interest income. The analysis involves changing the interest rates used in determining net interest income over the next twelve months. The resulting percentage change in net interest income in various rate scenarios is an indication of the Corporation’s shorter-term interest rate risk. The analysis utilizes a “static” balance sheet approach, which assumes changes in interest rates without any management response to change the composition of the balance sheet. The measurement date balance sheet composition is maintained over the simulation time period with maturing and repayment dollars being rolled back into like instruments for new terms at current market rates. Additional assumptions are applied to modify volumes and pricing under the various rate scenarios. These assumptions include loan prepayments, time deposit early withdrawals, the sensitivity of deposit repricing to changes in market rates, withdrawal behavior of non-maturing deposits, and other factors that management deems significant.

​

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Table of Contents

​

The simulation analysis results, based on a measurement date balance sheet as of September 30, 2026, for hypothetical changes in net interest income over the next twelve months are presented in the following table.

​

 One-Year Net Interest Income Simulation (dollars in thousands)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Hypothetical Change in Net

​

​

​

Interest Income

​

​

​

Over the Next Twelve Months

​

​

​

as of

​

​

​

September 30, 2026

​

December 31, 2025

​

Assumed Market Interest Rate Shift

​ ​ ​

Dollars

​ ​ ​

Percentage

​

Dollars

​ ​ ​

Percentage

-300 BP shock

​

$

(9,593)

​

(7.30)

%

​

$

(11,464)

​

(9.41)

%

-200 BP shock

​

​

(6,347)

​

(4.83)

​

​

​

(7,971)

​

(6.54)

​

-100 BP shock

​

​

(2,747)

​

(2.09)

​

​

​

(3,669)

​

(3.01)

​

+100 BP shock

​

​

1,048

​

0.80

​

​

​

1,233

​

1.01

​

+200 BP shock

​

​

2,214

​

1.68

​

​

​

2,177

​

1.79

​

+300 BP shock

​

​

3,316

​

2.52

​

​

​

3,010

​

2.47

​

​

These results indicate that the Corporation would expect net interest income to decrease over the next twelve months assuming an immediate downward shift in market interest rates of 100 BP to 300 BP and to increase if rates shifted upward to the same degree. As of September 30, 2026, the Corporation’s net interest income sensitivity to both an increase and decrease in market interest rates is generally less sensitive as compared to its position as of December 31, 2025 driven by an increase in asset duration during the first nine months of 2026 due primarily to the Portfolio Restructuring and repricing of loans.

​

The EVE analysis provides information on the risk inherent in the balance sheet that might not be taken into account in the simulation analysis due to the shorter time horizon used in that analysis. The EVE of the balance sheet is defined as the discounted present value of expected asset cash flows minus the discounted present value of the expected liability cash flows. The analysis involves changing the interest rates used in determining the expected cash flows and in discounting the cash flows. The resulting percentage change in net present value in various rate scenarios is an indication of the longer-term repricing risk and options embedded in the balance sheet.

​

The EVE analysis results are presented in the following table.

​

Static EVE Change (dollars in thousands)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Hypothetical Change in EVE

​

​

​

as of

​

​

​

September 30, 2026

​

​

December 31, 2025

​

Assumed Market Interest Rate Shift

​ ​ ​

Dollars

​ ​ ​

Percentage

​

Dollars

​

Percentage

​

-300 BP shock

​

$

(19,643)

​

(4.05)

%

​

$

(44,627)

​

(10.12)

%

-200 BP shock

​

​

(4,704)

​

(0.97)

​

​

​

(22,242)

​

(5.05)

​

-100 BP shock

​

​

2,402

​

0.50

​

​

​

(6,307)

​

(1.43)

​

+100 BP shock

​

​

(7,993)

​

(1.65)

​

​

​

(1,088)

​

(0.25)

​

+200 BP shock

​

​

(16,474)

​

(3.40)

​

​

​

(5,618)

​

(1.27)

​

+300 BP shock

​

​

(25,902)

​

(5.35)

​

​

​

(11,934)

​

(2.71)

​

​

These results as of September 30, 2026 indicate that the EVE would decrease assuming an immediate downward shift in market interest rates of 200 BP to 300 BP or an immediate upward shift in market interest rates of 100 BP to 300 BP and would increase assuming an immediate downward shift in market interest rates of 100 BP. As of September 30, 2026, the Corporation’s EVE is less sensitive to a decrease in market interest rates and more sensitive to an increase in market interest rates as compared to its position as of December 31, 2025 due primarily to changes in the duration of both assets and liabilities as a result of shifts in the mix of earning assets and in the mix of deposits and borrowings.

​

Certain shortcomings are inherent in the methodology used in the above interest rate risk analyses.  Modeling changes in forecasted cash flows and EVE requires making certain assumptions that may or may not reflect the manner in which

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​

actual yields and costs respond to changes in market interest rates, and certain assumed scenarios may be impractical to model under different economic circumstances.  In a falling rate environment, the analyses assume that rate-sensitive assets are repriced downward, subject to floors on certain loans, while certain deposit rates are not allowed to decrease below zero.

​

The Corporation uses interest rate swaps to manage select exposures to interest rate risk. Interest rate swaps involve the exchange of fixed and variable rate interest payments between two parties, based on a common notional principal amount and maturity date with no exchange of underlying principal amounts. The Corporation has interest rate swaps that qualify as cash flow hedges. The cash flow hedges effectively modify the Corporation’s exposure to interest rate risk associated with $20.0 million of the Corporation’s trust preferred capital notes by converting variable rates of interest on the trust preferred capital notes to fixed rates of interest for periods through June 2029. The remaining $5.0 million of the trust preferred capital notes are not subject to cash flow hedges and subject to variable rates of interest. Also, as part of the Corporation’s overall strategy for maximizing net interest income while managing interest rate risk, the Corporation enters into interest rate swaps in connection with originating loans to certain commercial borrowers as a means to offer a fixed-rate instrument to the borrower while effectively retaining a variable-rate exposure.

​

The mortgage banking segment enters into IRLCs with customers to originate loans for which the interest rates are determined prior to funding.  The mortgage banking segment then mitigates interest rate risk on these IRLCs and loans held for sale by entering into forward sales contracts with investors at the time that interest rates are locked for loans to be delivered on a best efforts basis. IRLCs are derivative financial instruments.  

​

We believe that our current interest rate exposure is manageable and within our current interest rate risk guidelines.

​

ITEM 4.CONTROLS AND PROCEDURES

​

The Corporation’s management, including the Corporation’s Chief Executive Officer and the Chief Financial Officer, has evaluated the effectiveness of the Corporation’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and the Chief Financial Officer have concluded that the Corporation’s disclosure controls and procedures were effective as of September 30, 2026 to ensure that information required to be disclosed by the Corporation in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and that such information is accumulated and communicated to the Corporation’s management, including the Corporation’s Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.  Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that the Corporation’s disclosure controls and procedures will detect or uncover every situation involving the failure of persons within the Corporation or its subsidiary to disclose material information required to be set forth in the Corporation’s periodic reports.

​

There were no changes in the Corporation’s internal control over financial reporting during the three months ended September 30, 2026 that have materially affected, or are reasonably likely to materially affect, the Corporation’s internal control over financial reporting.

​

​

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​

PART II – OTHER INFORMATION

​

ITEM 1.LEGAL PROCEEDINGS

​

In the normal course of business, the Corporation is subject to various legal and administrative proceedings and claims. Legal and administrative proceedings are subject to inherent uncertainties and unfavorable rulings could occur, and the timing and outcome of any legal or administrative proceeding cannot be predicted with certainty. As of September 30, 2026, the Corporation is not involved in any material pending or threatened legal proceedings other than proceedings occurring in the ordinary course of business.

​

ITEM 1A.RISK FACTORS

​

There have been no material changes in the risk factors faced by the Corporation from those disclosed in the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2025.

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ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

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Issuer Purchases of Equity Securities

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The Corporation’s Board of Directors authorized a program, effective January 1, 2026 through December 31, 2026, to repurchase up to $5.0 million of the Corporation’s common stock (the 2026 Repurchase Program).  Repurchases under the 2026 Repurchase Program may be made through privately negotiated transactions or open market transactions, including pursuant to a trading plan in accordance with Rule 10b5-1 and/or Rule 10b-18 under the Exchange Act and shares repurchased will be returned to the status of authorized and unissued shares of common stock. The timing, number and purchase price of shares repurchased under the 2026 Repurchase Program, if any, will be determined by management in its discretion and will depend on a number of factors including the market price of the shares, general market and economic conditions, applicable legal requirements, and other conditions, and there is no assurance that the Corporation will purchase any additional shares under the 2026 Repurchase Program. There were 3 shares repurchased under the 2026 Repurchase Program during the third quarter of 2026 for an aggregate cost of less than $1,000.

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The following table summarizes repurchases of the Corporation’s common stock that occurred during the three months ended September 30, 2026.

​	​	​	​	​	​	​	​	​	​	​	​
​	​ ​ ​	​	​ ​ ​	​	​	​ ​ ​	​	​ ​ ​	Maximum Number
​	​	​	​	​	​	​	​	​	(or Approximate
​	​	​	​	​	​	​	Total Number of	​	Dollar Value) of
​	​	​	​	​	​	​	Shares Purchased as	​	Shares that May Yet
​	​	​	​	​	​	​	Part of Publicly	​	Be Purchased
​	​	Total Number of	​	Average Price Paid		​	Announced Plans or	​	Under the Plans or
Period	​	Shares Purchased1	​	per Share		​	Programs	​	Programs
July 1, 2026 - July 31, 2026	​	122	​	$	77.87	​	3	​	$	4,378,454	​
August 1, 2026 - August 31, 2026	​	—	​	$	—	​	—	​	$	4,378,454	​
September 1, 2026 - September 30, 2026	​	52	​	$	95.00	​	—	​	$	4,378,454	​
Total		174	​	$	82.99		3	​	​	​	​

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1 During the three months ended September 30, 2026, 171 shares were withheld upon the vesting of restricted shares granted to employees of the Corporation and its subsidiaries in order to satisfy tax withholding obligations.

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ITEM 5. OTHER INFORMATION

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During the three months ended September 30, 2026, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted, modified or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K).

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ITEM 6.EXHIBITS

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3.1	Amended and Restated Articles of Incorporation of C&F Financial Corporation, effective March 7, 1994 (incorporated by reference to Exhibit 3.1 to Form 10-Q filed November 8, 2017)
3.1.1	Amendment to Articles of Incorporation of C&F Financial Corporation, effective January 8, 2009 (incorporated by reference to Exhibit 3.1.1 to Form 8-K filed January 14, 2009)
3.2	Amended and Restated Bylaws of C&F Financial Corporation, as adopted December 15, 2020 (incorporated by reference to Exhibit 3.1 to Form 8-K filed December 17, 2020)
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31.1	Certification of CEO pursuant to Rule 13a-14(a)
31.2	Certification of CFO pursuant to Rule 13a-14(a)
32	Certification of CEO/CFO pursuant to 18 U.S.C. Section 1350
101	The following financial statements from the Corporation’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2026, formatted in Inline XBRL, filed herewith: (i) the Consolidated Balance Sheets (unaudited), (ii) the Consolidated Statements of Income (unaudited), (iii) the Consolidated Statements of Comprehensive Income (unaudited), (iv) the Consolidated Statements of Equity (unaudited), (v) the Consolidated Statements of Cash Flows (unaudited) and (vi) the Notes to Consolidated Financial Statements (unaudited)
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104	The cover page from the Corporation’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2026, formatted in Inline XBRL (included within Exhibit 101)

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SIGNATURES

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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

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​	​	​	​	​
​	​	​	C&F FINANCIAL CORPORATION
​	​	​	​	(Registrant)
​	​	​	​	​
Date:	November 5, 2026	​	By:	/s/ Thomas F. Cherry
​	​	​	​	Thomas F. Cherry
​	​	​	​	President and Chief Executive Officer
​	​	​	​	(Principal Executive Officer)
​	​	​	​	​
Date:	November 5, 2026	​	By:	/s/ Jason E. Long
​	​	​	​	Jason E. Long
​	​	​	​	Executive Vice President and Chief Financial Officer
​	​	​	​	(Principal Financial and Accounting Officer)

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